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<br /> in the original principal amount of $ �(l0,00�_00 , and any and all modifications, extensions and renewals
<br /> thereof or thereto and any and all future advances and readvances to Borrower(or any of them if more than one) hereunder pursuant I
<br /> to one or more promissory notes or credit agreements (herein called "Note"); (b) the payment of other sums advanced by Lender to �
<br /> protect the security of the Note; (c)the performance of all covenants and agreements of Trustor set forth herein;and(d)all present and
<br /> future indebtedness and obligations of Borrower(or any of them if more than one)to Lender whether direct, indirect,absolute or contin-
<br /> gent and whether arising by note,guaranty,overdraft or otherwise.The Note,this Deed of Trust and any and all other documents that
<br /> secure the Note or otherwise executed in connection therewith, including without limitation guarantees, security agreements and
<br /> assignments of leases and rents,shall be referred to herein as the"Loan Instruments".
<br /> Trustor covenants and agrees with Lender as follows:
<br /> 1. Payment of Indebtedness.All indebtedness secured hereby shall be paid when due.
<br /> 2. Title.Trustor is the owner of the Property, has the right and authoriry to convey the Property, and warrants that the lien creat-
<br /> ed hereby is a first and prior lien on the Property, except for liens and encumbrances set forth by Trustor in writing and delivered to
<br /> Lender before execution of this Deed of Trust, and the execution and delivery of this Deed of Trust does not violate any contract or
<br /> other obligation to which Trustor is subject.
<br /> 3. Taxes, Assessments. To pay before delinquency all taxes, special assessments and all other charges against the Property
<br /> now or hereafter levied.
<br /> 4. Insurance.To keep the Property insured against damage by fire, hazards included within the term "extended coverage", and
<br /> such hazards as Lender may require, in amounts and with companies acceptable to Lender, naming Lender as an additional named
<br /> insured, with loss payable to the Lender. In case of loss under such policies, the Lender is authorized to adjust, collect and compro-
<br /> mise, all claims thereunder and shall have the option of applying all or part of the insurance proceeds (i)to any indebtedness secured
<br /> hereby and in such order as Lender may determine, (ii)to the Trustor to be used for the repair or restoration of the Property or(iii)for
<br /> any other purpose or object satisfactory to Lender without affecting the lien of this Deed of Trust for the full amount secured hereby
<br /> before such payment ever took place. Any applications of proceeds to indebtedness shall not extend or postpone the due date of any
<br /> payments under the Note,or cure any default thereunder or hereunder.
<br /> 5. Escrow. Upon written demand by Lender, Trustee shall pay to Lender, in such manner as Lender may designate, sufficient
<br /> sums to enable Lender to pay as they become due one or more of the following: (i)all taxes, assessments and other charges against
<br /> the Property, (ii)the premiums on the property insurance required hereunder,(iii)the premiums on any mortgage insurance required by
<br /> Lender.
<br /> 6. Maintenance, Repairs and Compliance with Laws. Trustor shall keep the Property in good condition and repair; shall
<br /> promptly repair, or replace any improvement which may be damaged or destroyed; shall not commit or permit any waste or deteriora-
<br /> tion of the Property; shall not remove, demolish or substantially alter any of the improvements on the Property;shall not commit, suffer
<br /> or permit any act to be done in or upon the Property in violation of any law, ordinance, or regulation; and shall pay and promptly dis-
<br /> charge at Trustor's cost and expense all liens, encumbrances and charges levied, imposed or accessed against the Property or any
<br /> part thereof.
<br /> 7. Eminent Domain. Lender is hereby assigned all compensation, awards, damages and other payments or relief (hereinafter I
<br /> "Proceeds") in connection with condemnation or other taking of the Property or part thereof,or for conveyance in lieu of condemnation.
<br /> Lender shall be entitled at its option to commence, appear in and prosecute in its own name any action or proceedings,and shall also
<br /> be entitled to make any compromise or settlement in connection with such taking or damage. In the event any portion of the Property is
<br /> so taken or damaged, Lender shall have the option in its sole and absolute discretion, to apply all such proceeds, after deducting
<br /> therefrom all costs and expenses incurred by it in connection with such Proceeds, upon any indebtedness secured hereby and in such
<br /> order as Lender may determine, or to apply all such Proceeds, after such deductions,to the restoration of the Property upon such con-
<br /> ditions as Lender may determine. Any application of Proceeds to indebtedness shall not extend or postpone the due date of any pay-
<br /> ments under the Note,or cure any default thereunder or hereunder.Any unapplied funds shall be paid to Trustor.
<br /> 8. Performance by Lender. Upon the occurrence of an Event of Default hereunder, or if any act is taken or legal proceeding
<br /> commenced which materially affects Lender's interest in the Property, Lender may in its own discretion, but without obligation to do so,
<br /> and without notice to or demand upon Trustor and without releasing Trustor from any obligation, do any act which Trustor has agreed
<br /> but failed to do and may also do any other act it deems necessary to protect the security hereof. Trustor shall, immediately upon
<br /> demand therefor by Lender, pay to Lender all costs and expenses incurred and sums expended by Lender in connection with the exer-
<br /> cise by Lender of the foregoing rights, together with interest thereon at the default rate provided in the Note, which shall be added to
<br /> the indebtedness secured hereby. Lender shall not incur any liability because of anything it may do or omit to do hereunder.
<br /> 9. Hazardous Materials. Trustor shall keep the Property in compliance with all applicable laws, ordinances and regulations
<br /> relating to industrial hygiene or environmental protection (collectively referred to herein as "Environmental Laws"). Trustor shall keep
<br /> the Property free from all substances deemed to be hazardous or toxic under any Environmental Laws (collectively referred to herein
<br /> as "Hazardous Materials"). Trustor hereby warrants and represents to Lender that there are no Hazardous Materials on or under the
<br /> Property.Trustor hereby agrees to indemnify and hold harmless Lender, its directors,officers, employees and agents,and any succes-
<br /> sors to Lender's interest, from and against any and all claims, damages, losses and liabilities arising in connection with the presence,
<br /> use, disposal or transport of any Hazardous Materials on, under, from or about the Property. THE FOREGOING WARRANTIES AND
<br /> REPRESENTATIONS, AND TRUSTOR'S OBLIGATIONS PURSUANT TO THE FOREGOING INDEMNITY, SHALL SURVIVE
<br /> RECONVEYANCE OF THIS DEED OF TRUST.
<br /> 10. Assignments of Rents. Trustor hereby assigns to Lender, and grants Lender a security interest in, all present, future and
<br /> after arising rents, issues and profits of the Property; provided that Trustor shall, until the occurrence of an Event of Default, hereunder,
<br /> have the right to collect and retain such rents, issues and profits as they become due and payable. Upon the occurrence of an Event of
<br /> Default, Lender may, either in person or by agent, with or without bringing any action or proceeding, or by a receiver appointed by a
<br /> court and without regard to the adequacy of its security, enter upon and take possession of the Property, or any part thereof, in its own
<br /> name or in the name of the Trustee, and do any acts which it deems necessary or desirable to preserve the value, marketabiliry or
<br /> rentability of the Property,or any part thereof or interest therein, or to increase the income therefrom or protect the security hereof and,
<br /> with or without taking possession of the Property,sue for or otherwise collect the rents, issues and profits thereof, including those past
<br /> due and unpaid, by notifying tenants to make payments to Lender. Lender may apply rents, issues and profits, less costs and expens-
<br /> es of operation and collection including attorney's fees, to any indebtedness secured hereby, all in such order as Lender may deter-
<br /> mine. The entering upon and taking possession of the Property, the collection of such rents, issues and profits, and the application
<br /> thereof as aforesaid shall not cure or waive any default or notice of default hereunder or invalidate any act done in response to such
<br /> default or pursuant to such notice of default and, notwithstanding the continuance in possession of the property or the collection,
<br /> receipt and application of rents, issues or profits,Trustee and Lender shall be entitled to exercise every right provided for in any of the
<br /> Loan Instruments or by law upon occurrence of any Event of Default, including without limitation the right to exercise the power of sale.
<br /> Further, Lender's rights and remedies under this paragraph shall be cumulative with, and in no way a limitation on, Lender's rights and
<br /> remedies under any assignmer�t of leases and rents recorded against the Property. Lender, Trustee and the receiver shall be liable to
<br /> account only for those rents actually received.
<br /> 11. Events of Default.The following shall constitute an Event of Default under this Deed of Trust:
<br /> (a) Failure to pay any installment of principal or interest of any other sum secured hereby when due;
<br /> (b)A breach of or default under any provision contained in the Note,this Deed of Trust, any of the Loan instruments, or any
<br /> other lien or encumbrance upon the Property;
<br /> (c) A writ of execution or attachment or any similar process shall be entered against Trustor which shall become a lien on
<br /> the Property or any portion thereof or interest therein;
<br /> (d)There shall be filed by or against Trustor or Borrower an action under any present or future federal,state or other statute,
<br /> law or regulation relating to bankruptcy, insolvency or other relief for debtors;or there shall be appointed any trustee, receiver or
<br /> - liquidator of Trustor or Borrower or of all or any part of the Property,or the rents, issues or profits thereof,or Trustor or Borrower
<br /> shall make anv aeneral assianment for the benefit of creditors�
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