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. 99. 1�4942
<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 attomey-in-facl to commence,intervene in,and
<br /> defend such actions,suits,or other legal proceedings and io compromise or settle any claim or controversy pertaining thereto. Lender shall not be liable to
<br /> Grantor for any actisn,error,mistake,omission or delay pertaining to the actions described in this paragraph or any damages resulting therefrom. Nothing
<br /> 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 wiih respect to the Property under
<br /> any circumstances. Grantor shall immediately provide Lender with written notice of and indemnify and hold Lender and its shareholders,directors,officers,
<br /> employees and agenis harmless from all claims, damages, liabilities (including attorneys' fees and legal expenses), causes of action, actions, suits and
<br /> other legal proceedings(cumulatively"Claims")pertaining to the Property(including,but not limited to,those involving Hazardous Materials). Grantor,upon
<br /> the request of Lender,shall hire legal counsel to defend Lender from such Claims,and pay ihe attorneys'fees,legal expenses and other costs incurred in
<br /> connection therewith. In the alternative, Lender shall be entitled to employ its own legal counsel to defend such Claims at Granior's cost. Grantor's
<br /> obligation to inde►mify Lender under this paragraph shall survive the termination,release or foreclosure of this Deed of Trust.
<br /> 13. TAXES AND ASSESSMENTS. Grantor shall pay ail taxes and assessments relating to Property when due and immediately provide Lender evidence
<br /> of payment of same. Upon the request of Lender, Grantor shall deposit with Lender each month one-iwelfth (1/12) of ihe estimated annual insurance
<br /> premium, taxes and assessments pertaining to the Property. So long as there is no default, these amounts shall be applied to the paymenl of taxes,
<br /> 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 funds so held to
<br /> pay any taxes or againsl the Obligations. Any funds applied may,at Lender's option,be applied in reverse order of the due date 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 exart�ne,inspect and make copies of Grantor's books and records pertaining to the Property from time to time. Grantor shall provide any assistance
<br /> required by Lender for these purposes. All of the signatures and information contained in Grantor's books and records shall be genuine,true,accurate and
<br /> complete in all respects. Grantor shall note ihe existence of Lender's beneficial interest in iis books and records pertaining to the Property. Additionally,
<br /> Grantor shall report,in a form satisfactory to Lender,such information as Lender may request regarding Grantor's financial condition or the Property. The
<br /> information sha�l be for such periods,shall reflect Grantor's records at such time,and shall be rendered with such frequency as Lender may designate. All
<br /> information furnished by Grantor to Lender shall be true,accurate and complete in all respects,and signed 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 Lender's
<br /> rights with respect to the Obligations, a signed and acknowledged statement specifying(a)the outstanding ba�ance on the Obligations;and(b) whether
<br /> Grantor possesses any claims,defenses,set-offs or counterclaims with respect to the Obligations and,if so,ihe nature of such claims,defenses,set-offs or
<br /> counterclaims. Grantor will be conclusively bound by any representation that Lender may make to the intended transferee with respect to these matters in
<br /> 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,Borrower or
<br /> 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) desiroys,loses or damages the Property in any material respect or subjects the Property to seizure,confiscation,or condemnation;
<br /> (d) seeks to revoke,terrninate 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 credilors, fails to pay
<br /> debts as they become due,files a petition under the federal bankruptcy laws,has an involuntary petition in bankruptcy filed in which Grantor,Borrower
<br /> or any guarantor is named,or has property taken under any wrh 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 ihe value of the Property;or if Lender,in good faith,for any reason,believes
<br /> 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 Obiigations 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 oiherwise meeting any statutory conditions regarding
<br /> receivers,it being intended thai Lender shall have this contractual right to appoint a receiver;
<br /> (e) to employ a managing agent of the Property and let the same,either in Trustee's own name,in the name of Lender or in the name of Grantor,and
<br /> receive the renis,incomes,issues and profits of the Property and apply the same,after payment of all necessary charges and expenses,on account of
<br /> 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 than
<br /> payment of interest or principal on the Obligations;
<br /> (g) to foreclose this Deed of Trust judicially or nonjudicially and to direci the sale of the property through exercise of the power of sale as referenced in
<br /> paragraph 20 hereof in acccordance with applicable law;
<br /> (h) to set-off Grantor's Obligaiions against any amounts owed Grantor by Lender including, but not limited to, monies, instruments, and deposit
<br /> accounts maintained with Lender or any currentiy existing or fuiure affiliaie 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 applied
<br /> 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 and not to
<br /> exceed the amount which may be provided for in this Deed of Trust,second,to payment of the Obligations secured hereby,third,to the payment of junior
<br /> trust deeds,mortgages,or other lienholders,and the balance,if any,to the person or persons legally entitled thereto. The property or any part thereof may
<br /> be sold in one parcel,or in such parcels,manner or order as Lender in ils sole discreiion may elect,and one or more exercises of the power herein granted
<br /> shall not extinguish or exhaust the power unless the entire property is sold or the obligations are paid in full.
<br /> 18. TRUSTEE'S EXERCISE OF POWER OF SALE ON DEFAULT: If Lender elects to sell Grantor's interest in the Property by exercise of the power of
<br /> sale herein contained,Lender shali notify Trustee in the manner then required by law.
<br /> Upon receipt of such notice of Lender and at the direction of Lender,Trustee shall cause to be recorded,published and delivered such notices of default
<br /> and notices of sale as may then be required by law and by this Deed of Trus1. Trustee shall,only at the direction of Lender and without demand on Grantor,
<br /> afler such time as may then be required by law and after recordation of such notice of default and after notice of sale having been given as required by law,
<br /> sell the Property at the time and p�ace of sale fixed by it in such notice of sale,either as whole or in separate lots or parcels or items as Lender shall deem
<br /> expedient,and in such order as it may determine,at public auction to the highest bidder for cash in lawful money of the Uniied States payable at the time of
<br /> sale, or as otherwise may then be required by law. Trustee shall deliver to such purchaser or purchasers thereof its good and sufficient deed or deeds
<br /> conveying the property so sold, but without any covenant or warranty, express or implied. The recitals in such deed of any matters or facts shall be
<br /> conclusive proof of the truthfulness thereof. Any person,including,without limitation,Grantor,Trustee or Lender,may purchase at such sale. Trustee may
<br /> in the manner provided by law postpone sale of all or any portion of the Property.
<br /> 19. RE�UEST FOR NOTICES: Grantor requests that a copy of any notice of default and a copy of any notice of sale hereunder be mailed to each person
<br /> who is a party hereto at the address of such person set forih herein at the same time and in the same manner required as though a separate request lhereof
<br /> had been filed by each such person.
<br /> NEDOTC Rev.1297 Page 3 of 6
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