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-4- 200064084 ARTICLE 2 Representations and Warranties 2.1 Title. Trustor does hereby represent and warrant to Beneficiary that it is lawfully seized of an indefeasible leasehold estate in and has good absolute leasehold title to the Premises under those certain lease documents identified on Exhibit B attached hereto and made a part hereof (collectively the "Lease "), and Trustor has full power to convey the same and to execute this Deed of Trust; that the Premises are free, clear and unencumbered of all easements, restrictions and liens whatsoever, except those easements and restrictions which do not adversely affect in any material respect any use of the Premises as permitted under the Lease and except those liens, if any, which have been created by the owner of the fee simple interest in the Real Property or placed against such fee simple interest which likewise do not adversely affect in any material respect any use of the Premises and except Permitted Liens (as defined in the Loan Agreement); that Trustor specially does warrant and will defend the title to the Premises against the claims and demands of all persons claiming by, through or under Trustor, excepting matters of record on the date hereof, and matters that do not breach the terms of the Lease; that there are no suits or proceedings pending or threatened against or affecting Trustor and/or the Premises not previously disclosed to Beneficiary in writing or which is reasonably likely to have a material adverse affect on any use of the Premises as permitted under the Lease; that Trustor will keep and observe all of the terms of this Deed of Trust on Trustor's part to be performed; that Trustor will make any further assurances of title that Beneficiary may reasonably require; that the Lease is in full force and effect in accordance with its terms and has not been amended or modified in any manner, nor has any provision thereof been waived by either party thereto; and that no event of default has occurred under the Lease and no event has occurred and is continuing which with notice or the passage of time, or both, would constitute an event of default under any of the provisions thereof. So long as no Event of Default (as hereinafter defined) shall have occurred and be continuing, Trustor shall have possession of the Premises and shall have the right to use and enjoy the same. ARTICLE 3 Covenants Trustor further covenants and agrees with Trustee and Beneficiary as follows: 3.1 Insurance. To obtain and keep in full force and effect all liability and property insurance as required under the terms of the Loan Agreement and to obtain and maintain any other insurance concerning the Premises as Beneficiary may reasonably require. Notwithstanding anything to the contrary herein, (i) the covenant in this Section 3.1 shall be deemed satisfied provided Trustor obtains and keeps in full force and effect all liability and property insurance as required under the terms of the Lease and (ii) in the event of a conflict of terms, the terms of the LEASEHOLD DEED OF TRUST 692960.5