|
' .' 99 1Ob38�
<br /> ' (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 /> regul�tions promulgaied thereunder)and all zoning and building laws and regulations relating to the Property by virtue of any federal,state or municipal
<br /> . authority with jurisdiction over the Property, presently are and shall be observed and complied with in all material respects, and all rights, licenses,
<br /> permits, and certificates of occupancy(including but not limited to zoning variances, special exceptions for nonconforming uses,and final inspection
<br /> approvals), whether temporary or permanent, which are material to the use and occupancy 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,contract or other agreement which may be binding on Grantor at any time;
<br /> (e) No action 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(including,but not limited io,
<br /> those governing Hazardous Materials)which might materially affect the Property or Lender's rights or interest in the Property pursuant to this Deed of
<br /> Trust.
<br /> 3. PRIOR DEEDS OF TRUST. Grantor 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 lhis Deed of Trust, which 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 amounts owed,and perform all obligations required,under such deeds of trust and the indebtedness secured thereby and further
<br /> agrees that a default under any prior deed of trust shall be a default under this Deed of Trust and shall entitle Lender to all rights and remedies contained
<br /> herein or in the Obligations to which Lender would be entitled in the event of any other default.
<br /> 4. TRANSFERS OF THE PROPERTY OR BENEFICIAL INTERESTS IN GRANTORS OR BORROWERS. In ihe event of a sale, conveyance, lease,
<br /> contract for deed or transfer to any person of all or any part of ihe real property described in Schedule A,or any interest therein,or of all or any beneficial
<br /> interest in Borrower or Grantor(if Borrower or Grantor is not a natural person or persons but is a corporation,limited liability company,partnership,trust,or
<br /> other legal entity),Lender may,at its option declare the outstanding principal balance of the Obligations plus accrued interest thereon imrnediately due and
<br /> payable. At Lender's request,Grantor or Borrower,as the case may be,shall furnish a complete statement setting forth all of its stockholders,members,or
<br /> partners,as appropriate,and the extent of their respective ownership interests.
<br /> 5. ASSIGNMENT OF RENTS. In consideration of the Obligations, which are secured by this Deed of Trust, Granior absolutely assigns lo Lender all
<br /> Grantor's estate, right, title, interest, claim and demand now owned or hereafter acquired in all existing and future leases of the Property (including
<br /> extensions,renewals and subleases),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 guaranties of lessees' performance under the Leases,together with the imrnediate and continuing right to
<br /> colleci and receive all of the renls,income,receipts,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 minimum rents, additionacl rents,
<br /> percentage rents, parking or common area maintenance contributions, 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 rents 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 io purchase the Property, all proceeds derived from the
<br /> termination or rejection of any Lease in a bankruptcy or other insolvency proceeding,and all proceeds from any rights and claims of any kind which Grantor
<br /> may have against any lessee under the Leases or any occupants of the Propeny(all of the above are hereafter collectively referred to as the"Rents"). This
<br /> assignment is subject to the right,power and authority given to the Lender to collect and apply the Rents. This assignment is recorded in accordance with
<br /> applicable state law;the lien created by this assignment is intended to be specific, perfected,and choate upon the recording of this Deed of Trust, all as
<br /> provided by applicable state law as amended from time to time. As long as there is no default under the Obligations or this Deed of Trust, Lender grants
<br /> Grantor a revocable license to collect all Rents from the Leases when due and to use such proceeds in Grantor's business operations. However,Lender
<br /> may at any time require Grantor to deposit all Rents into an account maintained by Grantor or Lender at Lender's institution. Upon default in the payment
<br /> of,or in the performance of,any of the Obligations,Lender may at its option take possession of the Property and have,hold,manage,lease and operate the
<br /> Property on terms and for a period of time that Lender deems proper. Lender may proceed io collect and receive all Rents from the propeny,and Lender
<br /> shall have full power to make allerations,renovations,repairs or replacements to the Property as Lender may deem proper. Lender may apply all Rents in
<br /> Lender's sole discretion to payment of the Obligations or to the payment of the cost of such alterations, renovations, repairs and replacements and any
<br /> expenses incident to taking and retaining possession of the Property periodically and the management and operation of the Property. Lender may keep the
<br /> Property properly insured and may discharge any taxes,charges,claims,assessments and other liens which may accrue. The expense and cost of these
<br /> actions may be paid from the Rents received,and any unpaid amounts shall be added to the principal of the Obligations. These amounts,together with
<br /> other costs,shall become parl 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 /> Grantor shall not commit or permii any waste to be committed with respect to the Property. Grantor shall use the Property solely in compiiance with
<br /> appiicable law and insurance policies. Grantor shall not make any alterations, additions or irr�xovements to the Property without Lender's prior written
<br /> consent. Without limiting the foregoing,all alterations,additions and improvements made to the Property shall be subject to the beneficial 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. Grantor shall bear the entire 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 its
<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 will be kept insured for its full insurable value(replacement cost)against all hazards including loss or damage caused by
<br /> flood, earthquake, tornado and fire, theft or other casualty to the extent required by Lender. Grantor may obtain insurance on the Property from such
<br /> companies as are acceptable to Lender in its sole discretion. The insurance policies shall require the insurance company to provide Lender with al least
<br /> 3 0 days'written notice before such policies are altered or cancelled in any manner. The insurance policies shall name Lender as a loss
<br /> payee an provi e that no act or omission of Grantor or any other person shall affect the right of Lender to be paid the insurance proceeds penaining to the
<br /> loss or damage of the Property. In the event Grantor fails to acquire or maintain insurance,Lender(after providing notice as may be required by law)may
<br /> in its discretion procure appropriate 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 furnish Lender with
<br /> evidence of insurance indicating the required coverage. Lender may act as ariorney-in-fact for Grantor in making and settling claims under insurance
<br /> policies,cancelling any policy or endorsing Granior's name on any draft or negotiable instrument drawn by any insurer. All such insurance policies shall be
<br /> immediately assigned, pledged and delivered io 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 payments directly to Lender instead of to
<br /> Lender and Grantor. Lender shall have the right, at its sole option, to apply such monies toward the Obligations or toward the cost of rebuilding and
<br /> restoring the Property. Any amounts may at Lender's option be applied in the inverse order of the due dates thereof.
<br /> 9. ZONING AND PRIVATE COVENANTS. Grantor 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 consent. If Grantor's use of ihe Property becomes a nonconforming use under any zoning provision,
<br /> Grantor shall not cause or permit such use io be discontinued or abandoned without the prior written consent of Lender. Grantor will immediately provide
<br /> Lender with written notice of any proposed changes to the zoning provisions or private covenants affecting the Property.
<br /> 10. CONDEMNATION. Grantor shall immediately provide Lender with written notice of any actual or threatened condemnation or eminent domain
<br /> proceeding pertaining to the Property. All monies payable to Grantor from such condemnation or taking are hereby assigned to Lender and shall be applied
<br /> first to the payment of Lender's attorneys'fees, legal expenses and other costs(including appraisal fees) in connection with the condemnation or eminent
<br /> domain proceedings and then,at the option of Lender,to the payment of the Obligations or the restoration or repair of the Property.
<br /> NEDOTB Rev.12/97
<br />
|