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(c) All applicable laws and regulations, including, without limitation, the Americans with Disabilities Act, 42 U.S.C. Section 12101 et seq. (and all
<br /> regulations promulgated ihereunder)and all zoning and building laws and regulations relating to the Property by virtue of any federal,state or municipal
<br /> authority whh jurisdictior�over the Properry, preserrtly are and shall be observed and complied with in all material respects,and all rigMs, licenses,
<br /> � pemits,and certificates of occupancy(induding but not limited to zoning variances,special exceptions for nonconforMng uses,and flnal inspection
<br /> approvals), whether temporary or permanerrt,which are material to the use and or,cupancy of the Property, presently are and shall be obtained,
<br /> preserved and,where necessary,renewed;
<br /> (d) Grantor has the right and is duly authorized to execute and perform its Obligations under this Deed of Trust and these actions do not and shall not
<br /> conflict with the provisions of any statute,regulation,ordinance,rule of law,cornract or other agreemertt which may be binding on Grantor at any time;
<br /> (e) No actlon or proceeding is or shall be pending or threatened which might materially affect the Property;and
<br /> (f) Grantor has not violated and shall not violate any statute,regulation,ordinance,rule of law,contract or other agreement(induding,but not limited to,
<br /> those goveming Hazardous Materials)which migM materially affect the Property or Lender's rig.hts or interest in the P�operty pursuant to this Deed of
<br /> Trust.
<br /> 3. PRIOR DEEDS OF TRUST. Grarnor represents and warrants that there are no prior deeds of trust affecting any part of the Property except as set forth
<br /> on Schedule B attached to this Deed of Trust,whidi Grantor agrees to pay and perform in a timely manner. If there are any prior deeds of trust then �
<br /> Grantor agrees to pay all amouMs owed,and perform all obligations required,under such deeds of trust and the indebtedness sec;ured thereby and further
<br /> agrees that a defauft under any prior deed of trust shall be a default under this Deed of Trust and shall entitle Lender to all rigMs and remedies cornained �
<br /> herein or in the Obligations to which Lender would be entitled in the everrt of any other default. 1
<br /> 4. TRANSFERS OF THE PROPERTY OR BENEFICIAL INTERESTS IN GRANTORS OR BORROWERS. In the everrt of a sale,conveyance, lease, �
<br /> corrtract for deed or transfer to any person of all or any part of the real property described in Schedule A,or any imerest therein,or of all or any beneficial �
<br /> interest in Borrower or Grantor(ff Borrower or GraMor is not a natural person or persons but is a corporation,limited liability company,partnership,trust,or N
<br /> other legal entity) Lender may,at its option dedare the outstanding principal balance of the Obligations plus accrued irrterest thereon irmiediately due and �
<br /> payable. At Lender's request,Grantor or Borrower,as the case may be,shall fumish a complete statemern seriing forth all of its stockholders,members,or
<br /> partners,as appropriate,and the e�ent of their respective ownership imerests. �
<br /> 5. ASSIGNMENT OF RENTS. In consideration of the Obligations,which are secured by this Deed of Trust, Gramor absolutely assigns to Lender all
<br /> Grantor's estate, rigM, title, iMerest, daim and demand now owned or hereafter acquired in all existing and future leases of the Property (including
<br /> extensions,renewals and sudeases),all agreements for use and occupancy of the Property(all such leases and agreements whether written or oral,are
<br /> hereafter referred to as the"Leases"),and all$uaranties of lessees'performance under the Leases,together with the immediate and corrtinuing rigM to
<br /> collect and receive all of the rents,income,receipis,revenues,issues,profits and other income of any nature now or hereafter due(including any income of
<br /> any nature coming due during any redemption period) under the Leases or from or arising out of the Property including Mnimum rents,addftional rents,
<br /> perceMage rerrts, parking or corrmon area mairrtenance coMributions, tax and insurance contributions, deficiency rents, liquidated damages following
<br /> default in any Lease, all proceeds payable under any policy of insurance covering loss of rerrts resulting from untenantability caused by destruction or
<br /> damage to the Property, all proceeds payable as a result of a lessee's exercise of an option to purchase the Property, all proceeds derived from the
<br /> temrnation or rejection of any Lease in a bankruptcy or other insolvency proceeding,and all proceeds from any rights and daims of any Idnd which Grarrtor
<br /> may have against any lessee under the Leases or any occupants of the Property(all of the above are hereafter collectively referred to as the"Rerrts"). This
<br /> assignment is subject to the right,power and authority given to the Lender to collecl and apply the Rents. This assignment is recorded in axordance with
<br /> applicable state law;the lien created by this assignment is intended to be specific,pertected,and choate upon the recording of this Deed of Trust,all as
<br /> provided by applicable state Iaw as amended from time to time. As long as there is no defauft under the Obligations or this Deed of Trust,Lender grants
<br /> Grantor a revocable license to collect all Rerrts from the Leases when due and to use such proceeds in Grantor's business operations. However,Lender
<br /> may at any tlme require Gramor to deposit all ReMs into an axount maintained by Grantor or Lender at Lender's institution. Upon defauft in the payment
<br /> of,or in the rfomianoe of,an of the Obli tions,Lender ma at fts o ion take ssession of the Pro rt and have ho
<br /> Pe Y 9a y P� Po pe y Id,manage,lease and operate the
<br /> Prope►ty on terms and for a period of time that Lender deems proper. Lender may proceed to collect and receive all'Rerrts from the property,and Lender
<br /> shall have full power to make alterations,renovations,repairs or replacemerrts to the Property as Lender may deem proper. Lender may apply all Rents in
<br /> Lender's sole dlscretion to paymern of the Obligations or to the payment of the cost of such alterations, renovations, repairs and replacements and any
<br /> expenses inddent to taking and retain(ng possession of the Property periodically and the rr�anagemern and operation of the Property. Lender may keep the
<br /> Property properly insured and may discharge any taxes,charges,claims,assessmeMs and other liens which may accrue. The expense and cost of these
<br /> actions may be paid from the Rerns received,and any unpaid amouMs shall be added to the principal of the Obligations. These amounts,together with
<br /> other costs,shall become part of the Obligations secured by this Deed of Trust.
<br /> 6. USE AND MAINTENANCE OF PROPERTY. Grantor shall take all actions and make any repairs needed to maintain the Property in good condition.
<br /> Grarrtor shall not comrrit or pemit any waste to be corrxritted wfth respect to the Property. Grantor shall use the Property solely in compliance with
<br /> applicable law and insurance poliaes. Grantor shall not make any alterations,additions or imFxovemeMs to the Property without Lender's prior written
<br /> conserrt. Wfthout limhing the foregoing,all alterations,addftions and lmprovemerrts made to the Property shall be subject to the bene8dal interest belonging
<br /> to Lender,shall not be removed without Lender's prior written consent,and shall be made at Grantor's sole expense.
<br /> 7. LOSS OR DAMAGE. Grarrtor shall bear the errtire risk of any loss,theft,destruction or damage(cumulatively"Loss or Damage")to the Property or any
<br /> portion thereof from any cause whatsoever. In the event of any Loss or Damage,Grantor shall,at the option of Lender,repair the affected Property to hs
<br /> previous condition or pay or cause to be paid to Lender the decrease in the fair market value of the affected Property.
<br /> 8. INSURANCE. The Property w111 be kept insured for its full insurable value(replacemerrt cost)against all hazards including loss or damage caused by
<br /> flood, earthquake, tomado and flre, theft or other casuahy to the extern required by Lender. Grantor may obtain insurance on the Property from such
<br /> companies as are soceptable to Lender in its sole discretion. The insurance policies shall require the insurance company to provide Lender with at least
<br /> 30 days'written notice before such policies are altered or cancelled in any manner. The insurance policies shall name Lender as a loss
<br /> �yee an pro�n that no act or omission of Grantor or any other person shall affect the right of Lender to be paid the insurance proceeds pertaining to the
<br /> oss or damege of the Property. In the event Grantor fails to aoquire or mairrtain insurance,Lender(after providing notice as may be required by law)rrmy
<br /> in its discretion procureappropriate insurance coverage upon the Property and the insurance cost shall be an advance payable and bearing interest as
<br /> described in the "REIMBURSEMENT OF AMOUNTS EXPENDED BY LENDER" paragraph and secured hereby. Grantor shall fumish Lender with
<br /> evidence of insurance indicating the required coverage. Lender may act as attomey-in-fact for Grantor in making and settling claims under insurance
<br /> polides,cancelling any policy or endorsing Grarrtor's name on any draft or negotiable instrumerrt drawn by any insurer. All such insurance policies shall be
<br /> imme�ately assigned,pledged and delivered to Lender as further security for the Obligations. In the event of loss,Grantor shall immediately give Lender
<br /> written notice and Lender is authorized to make proof of loss. Each insurance company is directed to make paymerns directly to Lender instead of to
<br /> Lender and Grantor. Lender shall have the rigM, at its sole option,fo apply such monies toward the Obligations or toward the cost of rebuilding and
<br /> restoring the Property. My amourrts may at Lender's option be applied in the inverse order of the due dates thereof.
<br /> 9. ZONING AND PRIVATE COVENANTS. GraMor shall not initiate or consent to any change in the zoning provisions or private covenants affecting the
<br /> use of the Property without Lender's prior written conserrt. If Grarnor's use of the Property becomes a nonconforming use under any zoning provision,
<br /> Grantor shall not cause or pemit such use to be discontinued or abandoned without the prior written conserrt of Lender. Grantor will immediately provide
<br /> Lender wfth written notice of any proposed changes to the zoning provisions or private covenants affecting the Property.
<br /> 10. CONDEMNATION. Grarrtor shall irmiediately provide Lender with written notice of any actual or threatened condermation or eminent domain
<br /> proceeding peAaining to the Property. All monies payable to Grantor from such condermation or taldng are hereby assigned to Lender and shall be applied
<br /> first to the payment of Lender's attomeys'fees,legal expenses and other costs(including appraisal fees)in connection with the conderrnation or emineM
<br /> domain proceedings and then,at the option of Lender,to the paymem of the Obligations or the restoration or repair of the Property.
<br /> NE00T8 Rev.1?A7
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