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2� 15�8�57 enCumbrance of any member ar manager interes�in Trustor flr�iii� martgage, pledge, encumbrance ar l�en ta be outstanding against the Mor�gaged Proper�y, or any portion thereaf, or any security interest to e�ist therein, �e�c�pt as created hy this Deed of Trust and the other documents which se�ure the Note, and except Permi�ted Encumbrances}, the entire amount secured hereby shall became imm�diately due and payable wi�hout notice at �he option of the Ben�fic�ary and failure to �xerc�se such aption sha�I not constii�ute a wa�ver of �he right to exercise the sarne in the event of any subsequent transfer, sale ar conveyance. It is understood that a consent by the Beneficiary to any such transfer, con�eyance or mor�gage shall not be deemed a wai�er of the right to require such cansent �a any subsequen� transfer, mortgage ar conveyance and that the provisions �f this paragraph shall be binding upon any and all successive hvlders of the inter�st of the Trustor in the Mortgaged Praperty or any part thereof. � Notwiths�anding the foregoing provisions af this ��ction, Beneficiary will permit transfer of memb�r interes�s in Trus�or �"Permitted �wnership �hange"}, if such transfer �i} results from the death of a member, �ii} is made among �he present members of such Trustor or �iii} is made to immediate fam�ly rnembers�spouses and children}or family trusts solely for the benefit flf such farnily members for bona�de estate planning purposes,subj ect to�he satisfac�ion of the following cond�tions: A. Except f�r Permitted �wnership Change due to death, thirty (3�} days prior written notice of suCh proposed transfers provided to Beneficiary,together with: �1} a descriptian of the proposed sale or transfer,inc�uding a d�s�ripti�n of the nature and amounts of inember interests proposed to be snld or transferred and a descrip�ion of who ovvns th�rernaind�r not being transf�rred; �2} documentation re�ating to the praposed transferee as required by Beneficiary in its reasanable discretion includin�, without limi�ativn, organiza�ional documents, certificates of ex�stence and final vwnership allocation; �3� cop��s of the transf�r dacuments pursuant to which the pr�posed transfer is to be effected;and �4} any additional information reasonab�y requested by Beneficiary regarding the proposed transfer andlor transferee. B. Any such proposed sale or transfer shall not be permitt�d ta any party who or whi�h on the date �f the praposed transfer is in bankruptcy, insolvency, rearganization or any other similar court ar administrative proceeding; �. The transfer will not result in a chan�e of control of Trustor, either directly or indirectly,pro�ided, howe�er, that any transfers among the presen�members of such Trustor shall no� be considered a change of�ontrol; and D. No Event of Default shall exist under the Loan I]acuments on the date of such proposed sale or transfer and no ��ent nr condition shall ha�e occurred or be in existence as of such date which, with the passage af time, the giving of no�ice, or bnth, would constitut� an Event �f Defaul�under any of the Loan Do�uments. ��