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11. LENDER'S RIGHT TO COMMENCE OR DEFEND LEGAL ACTIONS. Grantor shall irtxnediately provide Lender with written notice of any actual or
<br /> threatened action,suit,or other proceeding affecting the Property. Grantor hereby appoims Lender as its attomey-in-fact to comnence,intervene in,and
<br /> defend such actions,suits,or other legal proceedings and to compromise or settle any claim or controversy pertaining thereto. Lender shall not be liable to
<br /> Grarnor for any action,enor,mistake,omission or delay pertaining to the actions described in this paragraph or any damages resulting therefrom. Nothing �
<br /> contained herein will preverrt Lender hom taking the actions described in this paragraph in fts own name. �
<br /> 12 INDEMNIFICATION. Lender shall not assume or be responsibie for the pertomiance of any of Grantor's obligations with respect to the Property under �
<br /> any dreumstances. Grantor shall immediately provide Lender with wririen notice of and indemnify and hold Lender and its shareholders,directors,o�icers, �
<br /> employees and a�nis harMess from all daims,damages, liabilities(induding attomeys' 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 Maierials). Grantor,upon
<br /> the request of Lender,shall hire legal counsel to defend Lender from such Claims,and pay the attomeys'fees,legal expenses and other costs incurred in �
<br /> connection therewith. In the altemative, Lender shall be ernftled to employ its own legal counsel to defend such Claims at Grantor's cost. Grantor's O
<br /> obligation to indemnify Lender under this paragraph shall survive the termination,release or foreclosurR of ihis Deed of Trust. W
<br /> 13. TAXES AND ASSESSMENTS. Grantor shall pay all taxes and assessments relating to Property when due and irrvr�ediately provide Lender evidence
<br /> of paymenl of same. Upon the requesi of Lender,Grantor shall deposit with Lender each month one-twelfth (1/12) of the estimated annual insurance
<br /> premium, taxes and assessmenis pertaining to the Property. So long as there is no default, these amounts shall be applied to the payment 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 against ihe 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 examine,inspect and make copies of Grantor's books and records pertaining to ihe 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. Grarrtor shall note the existence of Lender's benefidal interest in its books and records pertaining to the Property. Addhionally,
<br /> Grantor shall report,in a form satisfaclory to Lender,such infomration as Lender may request regarding Grantor's finanaal condition or the Property. The
<br /> information shall be for such periods,shali re8ect Grarnor'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 ien(10)days after any request by Lender,Grantor shall deliver to Lender,or any intended transferee of Lender's
<br /> rigMs with respect to the Obligations, a signed and acknowledged statement specifying(a)lhe outstanding balance on the Obligations;and(b)whether
<br /> Grantor possesses any daims,defenses,set-offs or counterclair�with respect to the Obligations and,if so,the nature of such claims,defenses,set-offs or
<br /> counterclaims. Grarrtor wfll be conclusively bound by any represerrtation that Lender may make to the inlended transferee with respecl to these matters in
<br /> the event ihat Grantor fails to provide the requested statement in a timely manner.
<br /> 16. DEFAULT. Granior shall be in defauft 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 Ob�igation to Lsnder when due;
<br /> (b) fails to perform any Ob�igation or breaches any warranty or covenant to l.ender 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 conderrx►ation;
<br /> (d) seeks to revoke,terrrunate or otherwise limit its liability under any guaranty to Lender;
<br /> (e) dies,becomes legally incompetent,is dissolved or temiinated,becomes insolvent, m^dkes an assignment for the benefit of creditors,fails to pay
<br /> debts as they become due,flles a petition under the federal baniwptcy laws,has an involuntary petition in bankruptcy filed in which Grantor,Borrower
<br /> or any guarantor is narned,or has property taken under any writ or process of court;
<br /> (f) allows goods to be used,transported or stored on the Properry,the possession,transportation,or use of which,is illegal;
<br /> (g) allows any party other than Grarrtor 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,believes
<br /> that the prospect of payment or performance is impaired.
<br /> 17. RIGHTS OF LENDER ON DEFAULT. If ihere is a default under this Deed of Tn�st, Lender shall be entitled to exerdse one or more of the following
<br /> remedies without notice or demand(except as required by law):
<br /> (a) to dedare the�ligations imrnediately due and payable in full;
<br /> (b) to collect the outstanding Obligations with or without resorting to judicial process;
<br /> (c) to require Grarrtor to deliver and make available to Lender any personal property or Chariels constituting the Property at a place reasonably
<br /> convenient to Grantor and Lender,
<br /> (d) to erner upon and take possession of the Property without applying for or obtaining the appoirnmerrt of a recefver 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 let the sarrie,either in Trustee's own name,in ihe name of Lender or in the name of Grantor,and
<br /> receive the rents,incomes,issues and profrts of the Property and apply ihe 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 defauft other than
<br /> payment of interest or prindpal 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 referenced in
<br /> paragraph 20 hereof in axcordance with applicable law;
<br /> (h) to set-off Grantor's Obligations against any amounts owed Grantor by Lender including, but not lim'rted to, monies, instrumerrts, and deposit
<br /> acxourns 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 rigMs are cumulative and may be exercised together, separately, and in any order. In the everrt that Lender insiitutes an aclion 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 rt�ght
<br /> otherwise be required. Lender or Lender's designee maypurchase 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,induding the paymerrt of the Trustee's fees actually incurred and not to
<br /> exceed the amourn 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,mort�ges,or other Ilenholders,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 fn such parcels,manner or order as Lender in its sole discxetion may elect,and one or more exercises of the power herein granted
<br /> shali not extinguish or exhaust the power unless the entire property is sold or the obligations are paid in fu�l.
<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 /> I sale herein contained.Lender shall notify Trustee in the manner lhen 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 Trust. Trustee shall,only at the direction of Lender and without demand on Grantor,
<br /> after 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 place 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 United 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 suffiaent 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 requesis 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 forth herein at the same time and in the same manner required as though a separate request thereof
<br /> had been filed by each such person.
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<br /> Pape 3 of 6
<br />� •��nnrr De.fOq7 ,.
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