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99 106333
<br /> 11. LENDER'S RIGHT TO COMMENCE OR DEFEND LEGAL ACTIONS. Grantor shall irmiediately provide Lender with written notice of any actual or
<br /> threatened action,suit,or other proceeding affecting ihe Property. Grantor hereby appoints 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 o�controversy pertaining thereto. Lender shall not be liable to
<br /> Grantor for any action,error,mistake,omission or delay pertaining to the actions described in this paragraph or any damages resufting therefrom. Nothing
<br /> contained herein will prevern Lender from laking 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 with respect to the Property under
<br /> any arcumstances. Grantor shall irtmediately provide Lender with written notice of and indermify and hold Lender and its shareholders,directors,officers,
<br /> employees and agents harmless from all daims, dameges, liabilities (induding attomeys' fees and legal expenses), causes of action, actions, suits and
<br /> other legal proceedings(cumulatively"Claims")pertaining to the Property(induding,but not limited to,those involving Hazardous Materials). Grantor,upon
<br /> the request of Lender,shall hire legal counsel to defe�d Lender from such Claims,and pay the attomeys'fees,legal expenses and other costs incurred in
<br /> connection therewiih. In 1he altemative, Lender shaN be entitled to employ its own legal counsel to defend such Claims at Grantor's cost. Grantor's
<br /> obligation to indemnify Lender under this paragraph shall survive the termination,release or foredosurevf this Deed of Trust.
<br /> 13. TAXES AND ASSESSMENTS. Grantor shall pay all taxes and assessments relating to Property when due and irm�ediately provide Lender evidence
<br /> of paymern of same. Upon the request of Lender,Grantor shall deposit with Lender each month one-twelfth (1/12) of the estimated annual insurance
<br /> premium,taxes and assessmerrts pertaining to ihe 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 evenl of default,Lender shall have the right,at its sole option,to apply the funds so held to
<br /> pay any taxes or against 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. Grarrtor shall allow Lender or its agenis to examine and inspect the Property
<br /> and examine,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 signaiures and infom�ation contained in Grantor's books and records shall be genuine,true,accurate and
<br /> complete in all respects. Grantor shall note the e�stence of Lender's benefiaal irnerest in its books and records pertaining to the Property. Additionally,
<br /> Granior shall report,in a form satisfactory to Lender,such infomration as Lender may request regarding Grantor's flnancial condition or the Property. The
<br /> information shall 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 fumished by Grarnor to Lender shall be true,axurate and complete in all respecis,and signed by Grantor if Lender requests.
<br /> 15. ESTOPPEL CERTIFICATES. Within ten(10)days after any request by Lender,Grarnor shall deliver to Lender,or any iMended transferee of Lender's
<br /> rigMs with respect to the Obligations, a signed and acknowledged statement speciying(a)the outstanding balance on the Obligations;and(b)whether
<br /> Grarnor possesses any daims,defenses,set-offs or courrterdaims with respect to 1he Obligations and,if so,the nature of such claims,defenses,set-offs or
<br /> cournerdaims. Grantor will be conclusively bound by any represemation that Lender may ma{ce to the intended transferee with respecl to these matters in
<br /> the event that Grarnor 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,Bonower 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 lxeaches any warranty or covenant to Lender 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 Properly to seizure,confiscation,or condermation;
<br /> (d) seeks to revoke,terminate or otherwise limit its liability under any guaranty to Lender,
<br /> (e) dies,becomes legally incompeterrt,is dissolved or terminated,becomes insolvent,makes an assignment for the benefit of creditors,fails to pay
<br /> debts as they bec:ome due,flles 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 writ or process of court;
<br /> (� 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 Granror or Borrower to assume or undertake any Obligation without the written�nsent of Lender;or
<br /> (h) causes Lender to deem itself insecure due to a signiflcant dedine in the value of the Property;or if Lender,in good faith,for any reason,believes
<br /> that the prospect of paymerrt or performance is impaired.
<br /> 17. RIGHTS OF LENDER ON DEFAULT. If there is a defauft under this Deed of Trust,Lender shall be entitled to exercise one or more of the following
<br /> remedles without notice or demand(except as required by Iaw):
<br /> (a) to dedare the Obligations immediately due and payable in full;
<br /> (b) to collecl the outstanding Obligations wNh or without resorting to judicial process;
<br /> (c) to require Grarnor to deliver and make available to Lender any personal property or Chattels constituting the Property at a place reasonably
<br /> conveniern to Grantor and Lender;
<br /> (d) to errter upon and take possession of the Property without applying for or obtaining the appointment of a receiver and, at Lender's option, to
<br /> appoirn a receiver without bond, without first bringing suit on the Obligations and without othervvise meeting any statutory conditions regarding
<br /> receivers,it being irrtended that Lender shall have this coMractual rigM to appoint a receiver;
<br /> (e) to employ a managing agerrt of the Property and let the sarne,either in Trustee's own name,in the name of Lender or in the name of Grantor,and
<br /> receive the rents,incomes,issues and profits of the Property and apply the same,after payment of all necessary charges and expenses,on account of
<br /> the Obflgations;
<br /> (� 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 /> paymerrt of frrterest or principal on ihe Obligations;
<br /> (g) to foredose this Deed of Trust judiaally or nonjudicfally and to direcl the sale of the property through exerase of the power of sale as referenced in
<br /> paragraph 20 hereof in acccordance with applicable law;
<br /> (h) to set-off Grantor's ObBgations against any artbunts owed Grarnor by Lender induding, but not limited to, monies, instruments, and deposit
<br /> accourns mairrtalned whh Lender or any currently existing or future affiliate of Lender;and
<br /> (i)to exercise all other rigMs available to Lender under any other written agreemerit or applicable law.
<br /> Lender's rigMs are cumulative and may be exercised together, separately, and in any order. In the event that Lender institutes an action seeldng the
<br /> recovery of any of the Property by way of a prejudgmerrt remedy in an action against Grantor, Grantor waives the posting of any bond which might
<br /> othervvise 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 cosis and expenses of exerasing the power of sale and of the sale,induding the paymerd of the Trustee's fees actually incurred and not to
<br /> exceed the amourrt which may be provided for in this Deed of Trust,second,to paymern of the Obligations secured hereby,third,to the payment of junior
<br /> trust deeds,rrprtgages,or other lienholders,and the balance,if any,to the person or persons legally entitled thereto. The�operty or any part thereof may
<br /> be sold in one parcel,or fn such parcels,manner or order as Lender in its sole discretion may elect,and one or more exerases of the power herein granted
<br /> shall not extinguish or exhaust the power unless the errtire 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 Grarnor's interest in the Property by exercise of the power of
<br /> sale herein comained,Lender shall 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 Trust. 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 defauh and after notice of sale having been given as required by law,
<br /> sell the Property at the time and place of sale flxed by it(n such notice of sale,either as whole or in separate lots or parcels or items as Lender shall deem
<br /> expedfetd,end in such order as(t may determine,at public auction to the highest bidder for cash in Iawful rrpney of the United States payable at the time of
<br /> sale,or as otherwise may then be requfred by law. Trustee shall deliver to such purchaser or purchasers thereof its good and suffiaertt deed or deeds
<br /> conveyi�g the properry so sold, but without any covenant or warraMy, express or implied. The redtals in such deed of any matters or facts shall be
<br /> condusive proof of the truthfulness thereof. My person,induding,wfthout limitation,Gramor,Trustee or Lender,may purchase at such sale. Trustee may
<br /> in the manner provided by law postpone sale of all or any porUon 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 forth herein at ihe same time and in the same manner required as though a separate request thereof
<br /> had been filed by each such person.
<br /> NEDOTC Rar.1?/97 Pape 3 d 6
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