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NAI- I502659666v3
<br />2O17O3609
<br />DUE TO TRUSTEE HEREUNDER AND REIMBURSE TRUSTEE FOR, AND
<br />INDEMNIFY AND HOLD HARMLESS TRUSTEE AGAINST, ANY AND ALL
<br />LIABILITY AND EXPENSES WHICH MAY BE INCURRED BY TRUSTEE IN THE
<br />PERFORMANCE OF TRUSTEE'S DUTIES, EXCEPT TO THE EXTENT ANY SUCH
<br />LIABILITY AND EXPENSES ARISE FROM OR ARE CAUSED BY THE WILLFUL
<br />MISCONDUCT, FRAUD, GROSS NEGLIGENCE, BAD FAITH, VIOLATION OF
<br />LAW OR BREACH OF CONTRACT OF OR BY TRUSTEE.
<br />(d) The Loan Documents grant further rights to Grantee and contain further
<br />agreements and affirmative and negative covenants by Grantor which apply to this
<br />Security Instrument and to the Property and such further rights and agreements are
<br />incorporated herein by this reference. Where Grantor and Borrower are not the same,
<br />"Grantor" means the owner of the Property in any provision dealing with the Property,
<br />"Borrower" means the obligor in any provision dealing with the Secured Indebtedness.
<br />(e) All moneys received by Trustee shall, until used or applied as herein
<br />provided, be held in trust for the purposes for which they were received, but need not be
<br />segregated in any manner from any other moneys (except to the extent required by
<br />applicable law) and Trustee shall be under no liability for interest on any moneys received
<br />by Trustee hereunder.
<br />(f) Should any deed, conveyance, or instrument of any nature be required from
<br />Grantor by any Trustee or substitute Trustee to more fully and certainly vest in and confirm
<br />to the Trustee or substitute Trustee such estates, rights, powers, and duties, then, upon
<br />reasonable request by the Trustee or substitute Trustee, any and all such deeds,
<br />conveyances and instruments shall be made, executed, acknowledged, and delivered and
<br />shall be caused to be recorded and/or filed by Grantor.
<br />(g) By accepting or approving anything required to be observed, performed, or
<br />fulfilled or to be given to Trustee pursuant to the Loan Documents, including without
<br />limitation, any deed, conveyance, instrument, officer's certificate, balance sheet, statement
<br />of profit and loss or other financial statement, survey, appraisal, or insurance policy,
<br />Trustee shall not be deemed to have warranted, consented to, or affirmed the sufficiency,
<br />legality, effectiveness, or legal effect of the same, or of any term, provision, or condition
<br />thereof, and such acceptance or approval thereof shall not be or constitute any warranty or
<br />affirmation with respect thereto by Trustee.
<br />4.17 Compensation; Exculpation; Indemnification.
<br />(a) Grantee shall not directly or indirectly be liable to Grantor or any other
<br />person as a consequence of (i) the exercise of the rights, remedies or powers granted to
<br />Grantee in this Security Instrument; (ii) the failure or refusal of Grantee to perform or
<br />discharge any obligation or liability of Grantor under any agreement related to the Property
<br />or under this Security Instrument; or (iii) any loss sustained by Grantor or any third party
<br />resulting from Grantee's failure (whether by malfeasance, nonfeasance or refusal to act) to
<br />lease the Property after an Event of Default or from any other act or omission (regardless of
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