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<br /> the sale of any portion of the Trust Property and all revenues and royalties under any oil, gas and
<br /> mineral lease relating to the Real Property) (collectively the "Leases"); provided however, that
<br /> subject to the terms of the Loan Agreement, so long as no Event of Default has occurred and is
<br /> continuing,a license is hereby given to Grantor to collect and use such Rents.
<br /> All of the property described above, including the Land, the Premises, the Property
<br /> Rights, the Fixtures, the Real Property, the Intangibles, the Rents and the Leases, is called the
<br /> "Trust PropertX."
<br /> Nothing herein contained shall be construed as constituting the Agent a mortgagee-in-
<br /> possession in the absence of the taking of title and/or possession of the Trust Property by the
<br /> Agent. Nothing contained in this Deed of Trust shall be construed as imposing on the Agent any
<br /> obligation of any ]essor under any Lease of the Trust Property in the absence of an explicit
<br /> assurnption thereof by the Agent. In the exercise of the powers herein granted the Agent,prior to
<br /> Agent taking title to or possession of the Trust Property, no liability shall be asserted or enforced
<br /> against the Agent, all such liability being expressly waived and released by the Grantor, except
<br /> for any such liability arising on account of the Agent's gross negligence or�.villful misconduct, as
<br /> determined by a court of competent jurisdiction in a final,non-appealable order.
<br /> TO HAVE AND TO HOLD the Trust Property, and all other properties, rights and
<br /> privileges hereby conveyed or assigned, or intended so to be, unto the Trustee, its beneficiaries,
<br /> successors and assigns, forever for the uses and purposes herein set forth. Except to the extent
<br /> such a release or waiver is not permitted by applicable law, the Grantor hereby releases and
<br /> waives all rights of redemption or reinstatement, if any,under and by virtue of any of the laws of
<br /> the State, and the Grantor hereby covenants, represents and warrants that, at the time af the
<br /> execution and delivery of this Deed of Trust, (a)the Grantor has good and marketable fee simple
<br /> title to the Trust Property,with lawful authority to grant,remise, release, alien, convey,mortgage
<br /> anc! �varrant the Trust Property, (b) the 'title to the Trust Property is free and clear of all
<br /> encumbrances, except the Permitted Liens(as defir�ed in the Loan Agreement)and(c}except for
<br /> the Permitted I,iens, the Grantor will forever defend the Trust Property against all claims in
<br /> derogation of the foregoing.
<br /> SECURITY AGREEMENT AND FINANCING STATEMENT
<br /> The Agent and the Grantor further agree that if any of the property herein mortgaged is of
<br /> a nature so that a security interest therein can be created and perfected under the Uniform
<br /> Commercial Code in effect in the State (the "Code"), this Deed of Trust shall constitute a
<br /> security agreement, fixture filing and financing statement, and for that purpose, the following
<br /> information is set forth:
<br /> (a) In addition to the foregoing grant of mortgage, the Grantor hereby grants a
<br /> continuing security interest to the Agent for the benefit of the Secured Parties in that portion of
<br /> the Trust Property in which the creation and/or perfection of a security interest is governed by
<br /> the Code.
<br /> (b) The "Debtor" is the Grantor and the"Secured Party" is the Agent for the benefit
<br /> of itself and the other Secured Parties.
<br /> 71653042814447759 ¢
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