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<br /> (c) All applicable laws and regulations, induding, wilhout 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 laws and regulations relating to the Properry by virlue of any federal,state or muniapal
<br /> authority with jurisdiction over the Property, presernly are and shall be observed and complied with in all material respects, and all rigMs, licenses,
<br /> pemrts,and certificates of occupancy(including but not limited to zoning variances,special exceptions for nonconforming uses,and final inspection
<br /> approvals), whether temporary or pemranerrt,which are material to the use and occupancy of the Property, presernly are and shall be obtained,
<br /> preseroed and,where necessary,renewed;
<br /> (d) Grarnor has the right and is duly authorized to execute and perform its Obligations under this Deed of Tnist and these actions do not and shall not
<br /> conflict with the provisions of any statute,regulation,ordinance,rule of law,contract or other agreemern 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 /> (� Grantor has not violated and shall not violate any statute,regulation,ordinance,rule of law,coMract or other agreement(induding,but not limited to,
<br /> those goveming Hazardous Materials)which migM materially affect the Properry or Lender's rights or interest in the Property pursuant to lhis Deed of
<br /> Trust.
<br /> 3. PRIOR DEEDS OF TRUST. Grarnor represems and warrants that there are no prior deeds of trust affecting any part of the Properry except as set forth
<br /> on Schedule B attached to this Deed of Trust,which Graritor agrees to pay and perform in a timely manner. If there are any prior deeds of trust then
<br /> Grarnor agrees to pay all amourrts owed,and perform all obligations required,under such deeds of trust and the indebtedness secured thereby and further
<br /> agrees that a defauft under any prior deed of tn�st shall be a defauft under this Deed of Trust and shall er�title Lender to all rigMs and remedies corrtained
<br /> herein or in the Obligations to which Lender would be errtitled in the everrt of any other defauft.
<br /> 4. TRANSFERS OF THE PROPERTY OR BENEFICIAL INTERESTS IN GRANTORS OR BORROWERS. In the eveni 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 /> interest in Borrower or Grantor(if Borrower or Grarrtor is not a natural person or persons but is a corporation,limted liability company,partnership,trust,or
<br /> other legal entity),Lender may,at its option dedare the outstanding prinapal balance of the Obligations plus accrued irrterest thereon irmiediately due and
<br /> payable. At Lender's request,Grarrtor or BoROwer,as the case may be,shall fumish a complete siatement setting forth all of its stocl�olders,members,or
<br /> partners,as appropriate,and the extent of their respective ownership irnerests.
<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, rigM, title, irrterest, daim and demand now owned or hereafter acquired in all existing and future leases of the Property (induding
<br /> extensions,renewals and subleases),all agreements for use and oxy�pancy of the Property(all such leases and agreemerrts whether written or oral,are
<br /> hereafter referred to as the"Leases"),and all guaranties of lessees'performance under the Leases,together with the irrxnediate and corrtinuing rigM to
<br /> collect and receive all of the reMs,income,receipts,revenues,issues,profits and other income of any nature now or hereafter due(induding any income of
<br /> any nature coming due during any redemplion period)under the Leases or from or arising out of the Property including minimum rents,additional rents,
<br /> percentage rerrts, parking or cormion area maiMenance cor►tributions, tax and insurance corrtributions, deficiency rents, liquidated damages following
<br /> default in any Lease, all proceeds payable under any policy of insurance covering loss of rents resufting from urrtenantabiliry caused by destruction or
<br /> darnage to ihe Property, all proceeds payable as a resuft of a lessee's exerase of an option to 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 rigMs and daims of any Idnd which Grantor
<br /> may have against any lessee under the Leases or any occuparns of the Property(all of the above are hereafter collectively referred to as the"ReMs"). This
<br /> assignmeM is subject to the rigM,power and authoriiy given to the Lender to collect and apply the Rents. This assignmeM is recorded in accordance with
<br /> applicable state law;the Ilen created by this assignmeM 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 Rerrts from the Leases when due and to use such proceeds in Grarrtor's business operations. However,Lender
<br /> may at any time require Grarrtor to deposft all Rerrts irrto 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 operaie the
<br /> Property on terms and for a penod 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 aiterations,renovations,repairs or replacements to the Property as Lender may deem proper. Lender may apply all Rents in
<br /> Lender's sole discretion to paymerrt of the Obligations or to the paymerrt of the cost of such alterations,renovations, repairs and replacements and any
<br /> expenses inadern io lalting and retaining possession of the Property periodically and the management and operation of the Property. Lender may keep the
<br /> Properry properly insured and may discharge any taxes,charges,claims,assessments and other liens which may aaxue. The expense and cost of these
<br /> actions may be paid from the Rerrts received,and any unpaid amourits shall be added to the principal of the Obligations. These amounts,together wilh
<br /> other costs,shall become part of the Obligations secured by ihis Deed of Trust.
<br /> 6. USE AND MAINTENANCE OF PROPERTY. Gramor shall take all actions and make any repairs needed to mairrtain the Property in good condition.
<br /> Grantor shall not corrmt•or pemit any waste to be corrrnitted with respect to the Property. Grantor shall use the Property solely in compliance with
<br /> applicable law and insurance poliaes. Grarnor shall not make any aiterations,additions or improvements to the Property without Lender's prior written
<br /> conseM. Wrthout limiting the foregoing,all alterations,additions and improvemerrts made to the Property shall be subject to the benefiaal irrterest belonging
<br /> to Lender,shall not be removed without Lender's prior written conserrt,and shall be made at Grantor's sole expense.
<br /> 7. LOSS OR DAMAGE. GraMor 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 eveM of any Loss or Damage.Grarrtor 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 decxease in the fair market value of the affected Property.
<br /> 8. INSURANCE. The Property will be kept insured for its full insurable value(replacemern cost)against all hazards induding loss or damage caused by
<br /> flood,earthquake,tomado and flre, theft or other casualry to the exterrt 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 poliaes shall require the insurance company to provfde Lender with at least
<br /> 3 0 days'written notice before such policies are altered or cancelled in any manner. The insurance poliaes shall name Lender as a loss
<br /> payee an prow that no act or omission of Grantor or any other person shall affect the rigM of Lender to be paid the insurance proceeds pertaining to the
<br /> loss or damage of the Property. In the everrt Grantor fails to acquire or maintain insurance,Lender(after providing notioe as may be required by law)may
<br /> in its discxetion procureappropriate insurance coverage upon the Property and the insurance cost shall be an advance payable and bearing interest as
<br /> descxiibed 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 Grarrtor in malting and settling daims under insurance
<br /> policies,cancell(ng any policy or endorsing GraMor's name on any draft or negotiable instrumerrt drawn by any insurer. All such insurance poliaes shall be
<br /> irtxnediately assigned,pledged and delivered to Lender as further security for the Obligations. In the event of loss,Grantor shall irmiediately give Lender
<br /> written notice and Lender is authorized to rrnalce proof of loss. Each insurance company is directed to make paymeMs directly to Lender instead of to
<br /> Lender and Grantor. Lender shall have the right, at its sole option, to apply such mornes toward the Obligations or toward the cost of rebuilding and
<br /> restoring the Property. Any amoums 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 covenarrts affecting the
<br /> use of the Property without Lender's prior written consent. If Grantor's use of the Property becomes a nonconforming use under any zoning provision,
<br /> Grarrtor shall not cause or pemrt such use to be discorrtinued 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. Grarrtor shall irm�ediately provide Lender with written notice of any actual or threatened conderrnation or eminent domain
<br /> proceeding pertaining 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(induding appraisal fees)in corinection with the condermation or eminern
<br /> domain proceedings and then,at the oplion of Lender,to the paymerrt of the Obligations or the restoration or repair of the Property.
<br /> NEDOTB Rev.12187
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