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200003689
<br />TIO PROTECT THE SECURITY OF THIS DEED OF TRUST, TRUSTOR HEREBY COVENANTS AND AGREES AS FOLLOWS:
<br />1. Payment of Obligations. Trustor shall promptly pay the Obligations when due.
<br />2. Warranty of Title. Trustor is lawfully seized and possessed of good and indefeasible title and estate to the Property hereby conveyed and
<br />has the right to grant and convey the Property; the Property is free and clear of all liens and encumbrances except none
<br />and Trustor will warrant and defend the title to the Property against all claims and demands.
<br />3. Maintenance and Compliance With Laws. Trustor shall keep the Property in good repair and condition and shall not commit waste or
<br />permit impairment or deterioration of the Property and shall comply with the provisions of any lease if this Deed of Trust is on a leasehold. No
<br />improvement now or hereafter erected upon the Property shall be altered, removed or demolished without the prior written consent of
<br />Beneficiary. Trustor shall comply with all laws, ordinances, regulations, covenants, conditions and restrictions affecting the Property and not
<br />commit, suffer or permit any act to be done in or upon the Property in violation of any law, ordinance, regulation, covenant, condition or restric-
<br />tion. Trustor shall complete or restore promptly and in good workmanlike manner any building improvement or personal property constituting
<br />part of the Property which may be damaged or destroyed and pay, when due, all claims for labor performed and materials furnished therefor and
<br />for any alterations thereof.
<br />4. Insurance. Trustor, at its expense, shall keep the buildings and other improvements now existing or hereafter erected on the Property
<br />insured by insurance carriers satisfactory to Beneficiary against loss by fire, lightning, tornado, and other perils covered by a standard extended
<br />coverage endorsement, in an amount equal to at least one hundred percent of the full replacement value thereof; and insurance against such
<br />other hazards and in such amount as is customarily carried by owners and operators of similar properties and as Beneficiary may require for its
<br />protection. Trustor will comply with such other requirements as Beneficiary may from time to time request for the protection by insurance of the
<br />interest of the respective parties. All insurance policies maintained pursuant to this Deed of Trust shall name Trustor and Beneficiary as
<br />insureds, as their respective interests may appear, and provide that there shall be no cancellation or modification without written notice to the
<br />Beneficiary fifteen (15) days prior to its expiration date. In the event of cancellation of such insurance, Trustee or Beneficiary may procure such
<br />insurance and the cost thereof shall be added to the loan secured by this Deed of Trust and shall bear interest from the date of disbursement at
<br />the rate payable from time to time on outstanding principal on the Note unless payment of interest at such rate would be contrary to applicable
<br />law, in which event such amounts shall bear interest at the highest interest rate authorized by applicable law. Trustor shall deliver to
<br />Beneficiary the original policies of insurance and renewals thereof. Failure to furnish such insurance by Trustor, or renewals as required hereun-
<br />der shall, at the option of Beneficiary, constitute a default. All unearned premiums are hereby assigned to Trustee as additional security and a
<br />sale and conveyance of the Property by the Trustee shall operate to convey to the purchaser the Trustor's interest in and to all policies of insur-
<br />ance upon the Property.
<br />5. Taxes, Assessment and Charges. Trustor shall pay all taxes, assessments and other charges, including, without limitation, fines and
<br />impositions attributable to the Property, and leasehold payments or ground rents, if any, before the same become delinquent. Trustor shall
<br />promptly furnish Beneficiary all notices of amounts due under this paragraph, and in the event Trustor shall make payment directly, Trustor
<br />shall promptly furnish to Beneficiary receipts evidencing such payments. Trustor shall pay all taxes and assessments levied upon this Deed of
<br />Trust or the indebtedness secured hereby, together with any other taxes or assessments which may be levied against the Trustee or Beneficiary
<br />or the legal holder of the Note.
<br />6. Additional Liens and Protection of Beneficiary's Security. Trustor shall make all payments of interest and principal and payments of
<br />any other charges, fees and expenses required to be paid by the terms of any prior or subsequent deed of trust or mortgage before the date they
<br />are delinquent or in default, and promptly pay and discharge any and all other liens, claims or charges which may jeopardize the security granted
<br />herein. If a) Trustor fails to make any such payment or fails to perform any of the covenants and agreements contained in this Deed of Trust, or
<br />the Note referred to herein, or in any prior or subsequent mortgage or any prior or subsequent deed of trust; or b) if any action or proceeding is
<br />commenced which materially affects Beneficiary's interest in the Property, including, but not limited to, eminent domain proceedings, proceed-
<br />ings involving a decedent, notice of sale by Trustee, notice of default by Trustee, or mortgage foreclosure action; then Beneficiary, at Beneficiary's
<br />option and without notice to or demand upon Trustor and without releasing Trustor from any obligation hereunder, may make such appearances,
<br />disburse such sums and take such action as is necessary to protect Beneficiary's interest. Such action may include, but is not limited to, disburse-
<br />ment of reasonable attorney's fees, payment, purchase, contest or compromise of any encumbrance, charge or lien, entry upon the Property to
<br />make repairs, or declaration of default under this Deed of Trust and Note referred to herein, and sale or foreclosure thereunder. In the event that
<br />Trustor shall fail to procure insurance or to pay taxes, assessments, or any other charges or to make any payments to any existing prior or subse-
<br />quent beneficiaries, Beneficiary may procure such insurance and make such payment, but shall not be obligated to do so. Any amounts disbursed
<br />by Beneficiary pursuant to this Paragraph 6 shall become additional indebtedness of Trustor secured by this Deed of Trust. Such amounts shall
<br />be payable upon notice from Beneficiary to Trustor requesting payment thereof, and shall bear interest from the date of disbursement at the rate
<br />payable from time to time on outstanding principal under the Note unless payment of interest at such rate would be contrary to applicable law, in
<br />which event such amounts shall bear interest at the highest rate permissible under applicable law. Nothing contained in this Paragraph 6 shall
<br />require Beneficiary to incur any expense or take any action hereunder.
<br />7. Leased Premises; Assignments of Rents. Within ten (10) days after demand, Trustor shall furnish to Beneficiary a schedule certified to
<br />be true, setting forth all leases of space in or of the Property then in effect, including, in each case, the name of the tenants and occupants, a
<br />description of the space occupied by such tenant and occupants, the rental payable for such space and such other information and documents with
<br />respect to such leases and tenancies as the Beneficiary may request.
<br />Without the prior written consent of Beneficiary, Trustor shall not, directly or indirectly, with respect to any lease of space in the described
<br />premises, whether such lease is now or hereafter in existence: (a) accept or permit any prepayment, discount or advance rent payable thereun-
<br />der; (b) cancel or terminate the same, or accept any cancellation, termination or surrender thereof, or permit any event to occur which would
<br />entitle the lessee thereunder to terminate or cancel the same; (c) amend or modify the same so as to reduce the term, thereof, the rental payable
<br />thereunder, or to change any renewal provisions therein contained; (d) waive any default thereunder or breach thereof; (e) give any consent,
<br />waiver or approval thereunder or take any other action in connection therewith, or with a lessee thereunder, which would have the effect of
<br />impairing the value of lessor's interest thereunder on the Property, or of impairing the position or interest of the Trustee or Beneficiary; or (f)
<br />sell, assign, pledge, mortgage or otherwise dispose of, or encumber, in any such lease or rents, issues or profits issuing or arising thereunder.
<br />Beneficiary shall have the right, power and authority during the continuance of this Deed of Trust to collect the rents, issues and profits of the
<br />Property and of any personal property located thereon with or without taking possession of the property affected hereby, and Trustor hereby
<br />absolutely and unconditionally assigns all such rents, issues and profits to Beneficiary. Beneficiary, however, hereby consents to the Trustor's
<br />collection and retention of such rents, issues and profits as they accrue and become payable so long as Trustor is not, at such times, in default as
<br />defined herein. Upon any such default, Beneficiary may at any time, either in person, by agent, or by a receiver to be appointed by a court, with-
<br />out notice and without regard to the adequacy of any security for the indebtedness hereby secured: (a) enter upon and take possession of the
<br />Property or any part thereof, and in its own name sue for or otherwise collect such rents, issues and profits, including those past due and unpaid,
<br />and apply the same, less costs and expenses of operation and collection, including reasonable attorney fees, upon any indebtedness secured here-
<br />by, and in such order as Beneficiary may determine; (b) perform such acts of repair or protection as may be necessary or proper to conserve the
<br />value of the Property; and (c) lease the same or any part thereof for such rental, term, and upon such conditions as its judgment may dictate, or
<br />terminate or adjust the terms and conditions of existing leases. Unless Trustor and Beneficiary agree otherwise in writing, any application of
<br />rents, issues or profits to any indebtedness secured hereby shall not extend or postpone the due date of the installment payments as provided in
<br />said Note or change the amount of such installments. The entering upon and taking possession of the Property, the collection of such rents, issues
<br />and profits, and the application thereof as described herein, shall not waive or cure any default or notice of default hereunder, or invalidate any
<br />act done pursuant to such notice. Trustor also assigns to Beneficiary, as further security for the performance of the Obligations secured hereby,
<br />all prepaid rents and all monies which may have been or may hereafter be deposited with said Trustor by a lessee of the Property, to secure the
<br />payment of any rent, and upon default in the performance of any of the provisions hereof, Trustor agrees to deliver such rents and deposits to the
<br />Beneficiary. Delivery of written notice of Beneficiary's exercise of the rights granted herein, to any tenant occupying said premises shall be suffi-
<br />cient to require said tenant to pay said rent to the Beneficiary until further notice.
<br />8. Events of Default. Any of the following events shall be deemed an event of default hereunder:
<br />(a) Trustor shall fail to pay the principal or interest of the Obligations when due;
<br />(b) Trustor shall file a voluntary petition in bankruptcy or shall be adjudicated a bankrupt or insolvent, or shall file any petition or answer
<br />seeking or acquiescing in any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for itself
<br />under any present or future bankruptcy, insolvency or other relief for debtors; or shall seek or consent to or acquiesce in the appointment
<br />of any trustee, receiver or liquidator of Trustor or of all or any part of the Property, or of any or all of the royalties, revenues, rents, issues
<br />or profits thereof, or shall make any general assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts
<br />generally as they become due; or
<br />(c) A court of competent jurisdiction shall enter an order, judgment or decree approving a petition filed against Trustor seeking any reorgani-
<br />zation, dissolution or similar relief under any present or future federal, state or other statute, law or regulation relating to bankruptcy,
<br />insolvency or other relief for debtors, and such order, judgment or decree shall remain unvacated and unstayed for an aggregate of sixty
<br />(60) days (whether or not consecutive) from the first date of entry thereof; or any trustee, receiver or liquidator of Trustor of all or any part
<br />of the Property, or of any or all of the royalties, revenues, rents, issues or profits thereof, shall be appointed without the consent or acqui-
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