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r 2.02110161
<br />operating order and condition. After completion of the Improvements, they shall not be
<br />removed, demolished or substantially altered; nor shall any of the Fixtures be removed, without
<br />the prior written consent of Beneficiary, except where appropriate replacements free of superior
<br />title, liens and claims are immediately made having a value at least equal to the value of the
<br />Fixtures so removed.
<br />1.08 Impositions. Trustor shall pay all reasonable costs, fees and expenses of
<br />Trustee, its agents and legal counsel in connection with the performance of its duties hereunder;
<br />and Trustor shall pay all taxes (except federal and state income taxes) and any other
<br />governmental charges or impositions imposed by any Governmental Authority on Trustee or
<br />Beneficiary by reason of their interests in this Deed of Trust.
<br />1.09 Subrogation. Beneficiary shall be subrogated for the full amount,
<br />notwithstanding their release of record at a discount, to any construction, mechanic's or vendor's
<br />lien or liens, superior titles, mortgages, deeds of trust, liens, encumbrances, rights, equities and
<br />charges of all kinds heretofore or hereafter existing on the Property, to the extent that the same
<br />are paid or discharged by the Beneficiary.
<br />1.10 Release of Liability or Performance. Without affecting the liability of Trustor or
<br />of any other person who is or shall become bound by the terms of this Deed of Trust or who is or
<br />shall become liable for the performance of any obligation secured hereby, Beneficiary may, in
<br />such manner, upon such terms and at such times as it deems best and without notice or demand,
<br />release any party now or hereafter liable for the performance of any such obligation, extend the
<br />time for such performance, accept additional security therefor, and alter, substitute or release
<br />any property securing such performance. No exercise or nonexercise by Beneficiary of any of its
<br />rights under this Deed of Trust, no dealing by Beneficiary with any person, firm or corporation
<br />and no change, impairment, loss or suspension of any right or remedy of Beneficiary shall in any
<br />way affect any of the obligations of Trustor hereunder or any security furnished by Trustor, or
<br />give Trustor any recourse against Beneficiary, except with respect to Beneficiary's gross
<br />negligence or willful misconduct.
<br />ARTICLE II
<br />EVENTS OF DEFAULT
<br />The occurrence of any of the following shall constitute an event of default ("Event of
<br />Default") hereunder:
<br />2.01 Observance and Performance of Agreements. The failure by Trustor to make
<br />any payment when due under the terms of the Notes or any Loan Agreements, Security
<br />Agreements, Financing Statements, or any other documents executed in connection therewith,
<br />or this Deed of Trust, or the failure by Trustor in the due, prompt and complete observance and
<br />performance of any other obligation, covenant or agreement contained in the Notes or any Loan
<br />Agreements, Security Agreements, Financing Statements or any other documents executed in
<br />connection therewith or in this Deed of Trust.
<br />2.02 Event of Default. The occurrence of any "Event of Default" as defined under
<br />the Notes, or any Loan Agreements, Security Agreements, Financing Statements, or any other
<br />documents executed in connection therewith, or this Deed of Trust.
<br />2.03 Warranty or Representation. Any warranty or representation made under the
<br />Notes or any Loan Agreements, Security Agreements, Financing Statements, or any other
<br />documents executed in connection therewith, or this Deed of Trust shall prove to have been false
<br />when made.
<br />2.04 Bankruptcy. Any person, or other entity that (a) owns all or any part of the
<br />Property, (b) is liable for the payment of all or any part of the Obligations, or (c) is a guarantor (i)
<br />admits in writing its inability to pay its debts generally as they become due, (ii) files a petition or
<br />Borrower: Cartoon Productions, LLC
<br />Property Owner: Homer and Marge Simpson
<br />Address: 222 Silly Street, Cartoon, CA 99999
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