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<br /> , (c) Ail 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 thereunder)and all zoning and building taws and regulations relating to the Property by virtue of any federal,state or muniapal
<br /> authorlty with jurisdictlon over the Property, preserrtly are and shall be observed and complied with in all material respects, and all rights, licenses,
<br /> perMts,and certificates of occupancy(induding but not limited to zoNng variances,special exceptions for nonconforming uses,and flnal inspection
<br /> ' vals whether te pe pancy perty, preseMly are and shall be obtained,
<br /> appro ), mporary or rmanent,which are material to the use and occu of the Pro
<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 agreemerrt which may be binding on Grarnor at any time;
<br /> (e) No action or proceeding is or shall be pending or threatened which might materially affect the Property;and
<br /> (� Gramor has not violated and shall not violate any statute,regulation,ordinance,rule of law,corrtract or other agreement(induding,but not limiied to,
<br /> those goveming Hazardous Materials)which might materially affect the Property or Lender's rigMs or interest in the Property pursuant to this Deed of
<br /> Trust.
<br /> 3. PRIOR DEEDS OF TRUST. Grarrtor 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,which Grantor a�ees to pay and pertorm in a timely manner. If there are any prior deeds of irust then
<br /> Grantor agrees to pay all amounts owed,and perform all obligations required,under such deeds of tcust and the indebtedness secured 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 contained
<br /> herein or in the Obligations to which Lender would be entitled in the evern 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 the real property described in Schedule A,or any irrterest therein,or of all or any beneficial
<br /> iMerest in Borrower or Grarrtor(if Borrower or Grantor is not a natural person or persons but is a corporation,limited liabiliry company,partnership,trust,or
<br /> other legal erniry) Lender may,at its option dedare the outstanding principal balance of the Obligations plus accrued interest thereon irrmediately due and
<br /> payable. At Lend'er's request.Granior or Borrower,as the case may be,shall fumish a complele statement setting forth all of its stockholders,members,or
<br /> partners,as appropriate,and the exteM of their respective ownership iMerests.
<br /> 5. ASSIGNMENT OF RENTS. In consideration of the Obligations,which are secured by this Deed of Trust, Grantor absolutely assigns to 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 (induding
<br /> extensions,renewals and subleases),all agreemerrts for use and occupancy of the Property(all such leases and agreements wheiher written or oral,are
<br /> hereafter refeRed to as the"Leases"),and all guaranties of lessees'perfomiance under the Leases,together with the immediate and corninuing rigM to
<br /> collect and receive all of the rerrts,lncome,receipts,revenues,issues,proNts and other income of any nature now or hereafter due(induding any income of
<br /> any nature coming due during any redemption period)under the Leases or from or arising out of the Property induding minimum rents,additional rents,
<br /> percerrtage rerrts, parking or comnon area maiMenance corrtributions, tax and insurance coMributions, deflciency reMs, liquidated damages following
<br /> defauft in any Lease, all proceeds payable under any policy of insurance covering loss of rents resufting from untenarrtabiliry caused by destruction or
<br /> darr�age to the Properry, all proceeds payable as a resuft of a lessee's exercise of an option to purchase the Property, all proceeds derived from the
<br /> termination or rejection of any Lease in a banlwptcy or other InsoNency proceeding,and all proceeds from any rigMs and claims of any Idnd which Grantor
<br /> may have against any lessee under the Leases or any oa;upants of the Properry(all of ihe above are hereafter collectively referred to as the"Rertts"). This
<br /> ass�gnmerrt is subject to ihe right,power and authoriry given to the Lender to collect and apply the Rents. This assignment is recorded in accordance with
<br /> appitcable state law;the lien created by this assignmerrt is irrtended 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 defauft under the Obligations or this Deed of Trust,Lender grants
<br /> Gramor a revocable ficense to cotlecl all Rerrts from the Leases when due and to use such proceeds in Grantor's business operations. However,Lender
<br /> may at any time rec�uire Grantor to deposit all Rerrts into an aa:ourrt mairrtained by Grantor or Lender at Lender's institutfon. Upon defauft in the paymerrt
<br /> of,or in the perfom�anoe of,any of ihe Obligations,Lender may at its option take possession of the Properry 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 to collect and receive all Rents from the property,and Lender
<br /> shall have full power to make afterations,renovations,repairs or replacemerrts to the Property as Lender may deem proper. Lender may apply all Rents in
<br /> Lender's sole discreiion to payment of the Obligations or to the paymerrt of the cost of such alterations,renovations, repairs and replacements and any
<br /> expenses inddent to taldng and retaining possession of the Property periodically and the managemerrt and operation of the Property. Lender may keep ihe
<br /> Properry prope�ly insured and may discharge any taxes,charges,daims,assessments and other liens which may accrue. The expense and cost of these
<br /> actions may be paid from the Rerns received,and any unpaid amounts shall be added to the principal of the Obligations. These amoums,together whh
<br /> other cosis,sha�l 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 /> Grarnor shall not commit or perrtit any waste to be corrmitted with respect to the Property. Grantor shall use the Property solely in compliance with
<br /> applicable law and insurance policies. Grarrtor shall not make any afterations,additions or improvements to the Property without Lender's prior wrftten
<br /> conseM. Without limiting the foregoing,all afterations,additions and improvements made to the Property shall be subject to the benefidal irnerest belonging
<br /> to Lender,shall not be removed wfthout Lender's prior written consent,and shall be made at Grarnor's sole expense.
<br /> 7. LOSS OR DAMAGE. Grarnor shall bear the ernire 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 eveM 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 ihe decrease in the fair market value of the affected Property.
<br /> 8. INSURANCE. The Properry will be kept insured for its full insurable value(replacement cost)against all hazards induding loss or damage caused by
<br /> flood, earthquake,tomado and Nre,theft or other casuahy to the e�ent required by Lender. Grantor may obtain insurance on the Property from such
<br /> companies as are axeptable to Lender in its sole discretion. The insurance poliaes shall require the insurance company to provide Lender with at least
<br /> 3 0 days'w�itten notice before such policies are altered or cancelled in any manner. The insurance poliaes shall name Lender as a loss
<br /> payee an provi that no act or omission of Granto�or any other person shall affect the right of Lender to be paid the insurance proceeds pertaining to the
<br /> loss or damage of the Property. In the eveM GraMor faits to acquire or maintaln insurance,Lender(atter providing notice as may be required by law)may
<br /> in hs discretion procure appropriate insurance coverage upon the Property and the insurance cost shall be an advance payable and bearing irnerest 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 requfred coverage. Lender may act as attomey-in-fact for Grantor in making and seriling claims under insurance
<br /> policies,cancelUng any policy or endorsing Grantor's name on any draft or negotiable instrumern drawn by any insurer. All such insurance poliaes shall be
<br /> imrr�ediately assigned,pledged and delivered to Lender as further security for the Obligatfons. In the event of loss,Grantor shall irrxnediately 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 Grarnor. 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. My amcurrts 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 wfthout Lender's prior w�itten consent. If Grantor's use of the Property becomes a nonconforming use under any zoning provision,
<br /> Grarnor shall not cause or pem�it such use to be discontinued or abandoned without the prior written conserrt of Lender. Grarrtor will irmiediately provide
<br /> Lender with written noUce of any proposed changes to the zoning provisions or private covenants affecting the Property.
<br /> 10. CONDEMNATION. Grantor shall irrrnediately provide Lender with written noti� of any actual or threatened condermation or eminent domain
<br /> proceeding pertaining to the Property. All monies payable to Grarrtor from such condermation or taking are hereby assigned to Lender and shall be applied
<br /> first to the payment of Lender's attomeys'fees,legal expenses and other costs(induding appraisal fees)in connection with the condemnatfon or eminern
<br /> domain proceedings and then,at the option of Lender,to the paymerrt of the Obligations or the restoration or repair of the Property.
<br /> NEDOTB Ra.1?197
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