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<br />proceeding pertaining to the Property. All monies payable to Grantor from such condemnation or taking are hereby assigned to Lender and shall be
<br />applied first to the payment of Lender's attorneys' fees, legal expenses and other costs (including appraisal fees) in connection with the
<br />condemnation or eminent domain proceedings and then, at the option of Lender, to the payment of the Obligations or the restoration or repair of the
<br />Property.
<br />NEDOTB REV. 12/97 Page 2 of 7
<br />11. LENDER'S RIGHT TO COMMENCE OR DEFEND LEGAL ACTIONS. Grantor shall immediately provide Lender with written notice of any actual or
<br />threatened action, suit, or other proceeding affecting the Property. Grantor hereby appoints Lender as its attorney -in -fact to commence, intervene in,
<br />and defend such actions, suits, or other legal proceedings and to compromise or softie any claim or controversy pertaining thereto. Lender shall not
<br />be liable to Grantor for any action, error, mistake, omission or delay pertaining to the actions described in this paragraph or any damages resulting
<br />therefrom. Nothing contained herein will prevent Lender from taking the actions described in this paragraph in its own name.
<br />12. INDEMNIFICATION. Lender shall not assume or be responsible for the performance of any of Grantor's obligations with respect to the Property
<br />under any circumstances. Grantor shall immediately provide Lender with written notice of and indemnify and hold Lender and its shareholders,
<br />directors, officers, employees and agents harmless from all claims, damages, liabilities (including attorneys' fees and legal expenses), causes of
<br />action, actions, suits and other legal proceedings (cumulatively "Claims ") pertaining to the Property (including, but not limited to, those involving
<br />Hazardous Materials). Grantor, upon the request of Lender, shall hire legal counsel to defend Lender from such Claims, and pay the attorneys' fees,
<br />legal expenses and other costs incurred in connection therewith. In the alternative, Lender shall be entitled to employ its own legal counsel to defend
<br />such Claims at Grantor's cost. Grantor's obligation to indemnify Lender under this paragraph shall survive the termination, release or foreclosure of
<br />this Dead of Trust.
<br />13. TAXES AND ASSESSMENTS. Grantor shall pay all taxes and assessments relating to Property when due and immediately provide Lender
<br />evidence of payment of same. Upon the request of Lender, Grantor shall deposit with Lender each month one - twelfth (1/12) of the estimated annual
<br />insurance premium, taxes and assessments pertaining to the Property. So long as there is no default, these amounts shall be applied to the payment
<br />of taxes, assessments and insurance as required on the Property. In the event of default, Lender shall have the right, at its sole option, to apply the
<br />funds so held to pay any taxes or against the Obligations. Any funds applied may, at Lender's option, be applied in reverse order of the due date
<br />thereof.
<br />14. INSPECTION OF PROPERTY, BOOKS, RECORDS AND REPORTS. Grantor shall allow Lender or its agents to examine and inspect the Property
<br />and examine, inspect and make copies of Grantor's books and records pertaining to the Property from time to time. Grantor shall provide any
<br />assistance required by Lender for these purposes. All of the signatures and information contained in Grantor's books and records shall be genuine,
<br />true, accurate and complete in all respects. Grantor shall note the existence of Lender's beneficial interest in its books and records pertaining to the
<br />Property. Additionally, Grantor shall report, in a form satisfactory to Lender, such information as Lender may request regarding Grantor's financial
<br />condition or the Property. The information shall be for such periods, shall reflect Grantor's records at such time, and shall be rendered with such
<br />frequency as Lender may designate. All information furnished by Grantor to Lender shall be true, accurate and complete in all respects, and signed
<br />by Grantor if Lender requests.
<br />15. ESTOPPEL CERTIFICATES. Within ten (10) days after any request by Lender, Grantor shall deliver to Lender, or any intended transferee of
<br />Lender's rights with respect to the Obligations, a signed and acknowledged statement specifying (a) the outstanding balance on the Obligations; and
<br />(b) whether Grantor possesses any claims, defenses, set -offs or counterclaims with respect to the Obligations and, if so, the nature of such claims,
<br />defenses, set -offs or counterclaims. Grantor will be conclusively bound by any representation that Lender may make to the intended transferee with
<br />respect to these matters in the event that Grantor fails to provide the requested statement in a timely manner.
<br />16. DEFAULT. Grantor shall be in default under this Deed of Trust and the Trustee's power shall become operative in the event that Grantor,
<br />Borrower or any guarantor of the Obligations:
<br />(a) fails to pay any Obligation to Lender when due;
<br />(b) fails to perform any Obligation or breaches any warranty or covenant to Lender contained in this Deed of Trust or any other present or future
<br />agreement;
<br />(c) destroys, loses or damages the Property in any material respect or subjects the Property to seizure, confiscation, or condemnation;
<br />(d) seeks to revoke, terminate or otherwise limit its liability under any guaranty to Lender;
<br />(e) dies, becomes legally incompetent, is dissolved or terminated, becomes insolvent, makes an assignment for the benefit of creditors, fails to
<br />pay debts as they become due, files a petition under the federal bankruptcy laws, has an involuntary petition in bankruptcy filed in which Grantor,
<br />Borrower or any guarantor is named, or has property taken under any writ or process of court;
<br />(f) allows goods to be used, transported or stored on the Property, the possession, transportation, or use of which, is illegal;
<br />(g) allows any party other than Grantor or Borrower to assume or undertake any Obligation without the written consent of Lender; or
<br />(h) causes Lender to deem itself insecure due to a significant decline in the value of the Property; or if Lender, in good faith, for any reason,
<br />believes that the prospect of payment or performance is impaired.
<br />17. RIGHTS OF LENDER ON DEFAULT. If there is a default under this Deed of Trust, Lender shall be entitled to exercise one or more of the following
<br />remedies without notice or demand (except as required by law):
<br />(a) to declare the Obligations immediately due and payable in full;
<br />(b) to collect the outstanding Obligations with or without resorting to judicial process;
<br />(c) to require Grantor to deliver and make available to Lender any personal property or Chattels constituting the Property at a place reasonably
<br />convenient to Grantor and Lender;
<br />(d) to enter upon and take possession of the Property without applying for or obtaining the appointment of a receiver and, at Lender's option, to
<br />appoint a receiver without bond, without first bringing suit on the Obligations and without otherwise meeting any statutory conditions regarding
<br />receivers, it being intended that Lender shall have this contractual right to appoint a receiver;
<br />(e) to employ a managing agent of the Property and lot the same, either in Trustee's own name, in the name of Lender or in the name of Grantor,
<br />and receive the rents, incomes, issues and profits of the Property and apply the same, after payment of all necessary charges and expenses, on
<br />account of the Obligations;
<br />(f) to pay any sums in any form or manner deemed expedient by Lender to protect the security of this Deed of Trust or to cure any default other
<br />than payment of interest or principal on the Obligations;
<br />(g) to foreclose this Deed of Trust judicially or nonjudicially and to direct the sale of the property through exercise of the power of sale as
<br />referenced in paragraph 20 hereof in accordance with applicable law;
<br />(h) to set -off Grantor's Obligations against any amounts owed Grantor by Lender including, but not limited to, monies, instruments, and deposit
<br />accounts maintained with Lender or any currently existing or future affiliate of Lender; and
<br />(i) to exercise all other rights available to Lender under any other written agreement or applicable law.
<br />Lender's rights are cumulative and may be exercised together, separately, and in any order. In the event that Lender institutes an action seeking the
<br />recovery of any of the Property by way of a prejudgment remedy in an action against Grantor, Grantor waives the posting of any bond which might
<br />otherwise be required. Lender or Lender's designee may purchase the Property at any sale. Proceeds of any Trustee's sale hereunder shall be
<br />applied first, to the costs and expenses of exercising the power of sale and of the sale, including the payment of the Trustee's fees actually incurred
<br />and not to exceed the amount which may be provided for in this Deed of Trust, second, to payment of the Obligations secured hereby, third, to the
<br />payment of junior trust deeds, mortgages, or other lienholders, and the balance, if any, to the person or persons legally entitled thereto. The property
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