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<br />make such appearances, disburse such sums and take such action as Lender deems necessary, in its sole
<br />discretion, to protect Lender's interest, including, but not limited to, (a) disbursement of attorneys' fees,
<br />(b) entry upon the Property to make repairs or otherwise to protect the same as security for the
<br />indebtedness secured by this Instrument, and (c) procurement of satisfactory insurance as provided in this
<br />Instrument.
<br />Any amounts disbursed by Lender pursuant to this paragraph shall become additional
<br />indebtedness of Borrowers secured by this Instrument. Unless Borrowers and Lender agree to other terms
<br />of payment, such amounts shall be immediately due and payable and shall bear interest from the date of
<br />disbursement at the default rate as provided in the Note, unless collection from Borrowers of interest at
<br />such rate would be contrary to applicable law, in which event such amounts shall bear interest at the
<br />highest rate which may be collected from Borrowers under applicable law. Trustor hereby covenants and
<br />agrees that Lender shall be subrogated to the lien of any mortgage or other lien discharged, in whole or in
<br />part, by any advances made by Lender hereunder. Nothing contained in this paragraph shall require
<br />Lender to incur any expense or take any action hereunder.
<br />9. INSPECTION. Lender may make or cause to be made reasonable entries upon and
<br />inspections of the Property at any time at Lender's option. Lender may at its option, but only if it shall
<br />reasonably believe that there has occurred a breach of or a default in any of the environmental provisions
<br />of this Instrument, at any time, require Trustor, or Lender may arrange, all at the sole cost and expense of
<br />Borrowers, to employ or for the employment of an independent and qualified environmental engineer and
<br />inspector, acceptable to Lender, to determine if there is any asbestos, petroleum, radon or hazardous
<br />material or substance above, in, on, under or from the Property. Such cost and expense shall, if not paid
<br />by Borrowers, become additional indebtedness secured by this Instrument. The failure of Trustor to
<br />promptly pay the cost and expense of the same or to cooperate with and permit such inspection shall
<br />constitute a default under this Instrument and the other Loan Documents.
<br />10. BOOKS AND RECORDS. Borrowers shall keep and maintain at all times at Trustor's
<br />address stated herein, or such other place as Lender may approve in writing, complete and accurate books
<br />of account and records, in accordance with generally accepted accounting principles, consistently applied,
<br />adequate to reflect correctly the results of the operation of the Property, and copies of all written
<br />contracts, budgets, change orders, leases and other instruments shall be subject to examination and
<br />inspection at any reasonable time by Lender. On or before January 31 of each year during the term of the
<br />Note (and on a quarterly basis upon Lender's request), Trustor shall furnish to Lender such financial
<br />statements in such form and content as Lender may reasonably require (including but not limited to,
<br />balance sheets, a statement of income and expenses with respect to the Property, and a current rent roll, if
<br />there are any tenants)„ all certified as true and correct. The Trustor shall comply with such other
<br />reporting requirements and financial covenants as may be set forth in the Note. All financial statements
<br />and other documents or records pursuant to this paragraph shall be provided at Trustor's sole expense. ,
<br />11. CONDEMNATION. Trustor shall promptly notify Lender of any action or proceeding
<br />relating to any condemnation or other taking, whether direct or indirect or whether by eminent domain or
<br />otherwise, of the Property, or part thereof, and Trustor shall appear in and prosecute any such action or
<br />proceeding unless otherwise directed by Lender in writing. Trustor authorizes Lender, at Lender's option,
<br />as attorney -in -fact for Trustor, to commence, appear in and prosecute in Lender's or Trustor's name, any
<br />action or proceeding relating to any such condemnation or other taking of the Property, and to settle or
<br />compromise any claim in connection with such condemnation or other taking. The proceeds of any
<br />award, payment or claim for damages, direct or consequential, in connection with any such condemnation
<br />or other taking of the Property, or part thereof, or for conveyances in lieu of condemnation, are hereby
<br />assigned to and shall be paid to Lender.
<br />Trustor authorizes Lender to apply such awards, payments, proceeds or damages, after the
<br />deduction of Lender's expenses incurred in the collection of such amounts, at Lender's option, to
<br />restoration or repair of the Property or to payment of the sums secured by this Instrument, whether or not
<br />then due, in the order of application set forth in Paragraph 3 hereof, with the balance, if any, to Trustor.
<br />Unless Borrowers and Lender otherwise agree in writing, any application of proceeds to principal shall
<br />not extend or postpone the due date of the monthly installments referred to in Paragraphs 1 and 2 hereof
<br />but shall only change the amount of such installments. Trustor agrees to execute such further evidence of
<br />assignment of any awards, proceeds, damages or claims arising in connection with such condemnation or
<br />taking as Lender may require.
<br />12. TRUSTOR AND LIEN NOT RELEASED. From time to time, Lender may, at
<br />Lender's option, without giving notice to or obtaining the consent of Borrowers, Borrowers' successors or
<br />assigns or of any junior lienholder or guarantors, without liability on Lender's part and notwithstanding
<br />Borrowers' breach of any covenant or agreement in this Instrument or the other Loan Documents, extend
<br />the time for payment of said indebtedness or any part thereof, reduce the payments thereon, release any
<br />other persons secondarily or otherwise liable on any of said indebtedness, accept a renewal note or notes
<br />therefor, modify the terms and time of payment of said indebtedness, release from the lien of this
<br />Instrument any part of the Property, take or release other or additional security, reconvey any part of the
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