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<br /> 11. LENDER'S RIGHT TO�OMMENCE OR DEFEND LEGAL ACTIONS. Grantor shall immediately provide Lender with written notice of any actuai or
<br /> threatened action,suit,or other proceeding affecting the Property. Grantor hereby appoints:Lender as its attorney-in-fact to cormience,intervene in,and
<br /> defend such actions;suits,or other legai proceedings and to comprorrise or settle any claim er controversy pertaining thereto. Lender shall not be liable to
<br /> Grantor for any action,error,mistake,omission or delay pertaining to the actions described ih this paragraph or any damages resulting therefrom. Nothing
<br /> contained herein will prevent Lender from taking ihe actions described in this paragraph in its iown name.
<br /> 12 INDEMNIFICATION. Lender shall not assume or be responsible for the pertormance of'any of Grantor's obligations with respect to the Property under
<br /> any circumstances. Grantor shall irrunediately provide Lender with written notice of and inde�rxiify and hold Lender and its shareholders,directors,officers,
<br /> employees and agents harmiess from all claims, damages, liabilities (including attomeys' fees and legal expenses), causes of action, actions, suits and
<br /> other legal proceedings(cumulatively"Claims")pertaining to the Property(including,but not limited to,those involving Hazardous Matenals). Grantor,upon ;
<br /> the request of Lender,shail hire legal counsel to defend Lender from such Claims,and pay}he attomeys'fees,legal expenses and other costs incurred in �
<br /> connection therewith. In the altemative, Lender shall 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 fbreclosure of this Deed of Trust. �
<br /> 13. TAXES AND ASSESSMENTS. Grantor shall pay all taxes and assessments relating tq Property when due and imrnediately provide Lender evidence
<br /> of payment of same. Upon the request of Lender, Grantor shali deposit with Lender eacf� month one-twelfth (1/12) of the estimated annual insurance
<br /> premium, taxes and assessments pertaining to the Property. So long as there is no def�ult, these amounts shall be applied to the payment of taxes,
<br /> assessments and insurance as required on the Property. In the event of default,Lender sh I 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. Grantor shall Ilow Lender or its agents to examine and inspect the Property
<br /> and examine,inspect and make copies of Grantor's books and records pertaining to the Pr perty from time to time. Grantor shall provide any assistance
<br /> required by Lender for these purposes. All of the signatures and information contained in G tor's books and records shall be genuine,true,accurate and
<br /> complete in all respects. Grantor shall note the existence of Lender's beneficial interest in s books and records pertaining to the Property. Additionally,
<br /> Grantor shall report,in a form satisfactory to Lender,such information as Lender may request regarding Grantor's financial condition or the Property. The '
<br /> infomration shall be for such periods,shall reflect Grantor's records at such time,and shall tie rendered with such frequency as Lender may designate. All
<br />� information furnished by Grantor to Lender shalf be true,accurate and complete in ali respecis,and signed by Grantor if Lender requests.
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<br /> 15. ESTOPPEL CERTIFICATES. Within ten(10)days after any request by Lender,Granto�shall deliver to Lender,or any intended transferee of Lender's
<br /> rights with respect to the Obligations, a signed and adviowledged statement specifying(a�the outstanding balance on the Obligations; and(b)whether
<br /> Grarnor possesses any claims,defenses,set-offs or counterclaims with respect to the Obliga►ions and,if so,the nature of such claims,defenses,set-offs or
<br /> counterclaims. Grantor will be conclusively bound by any representation that Lender may rt�plce to the intended transferee with respect to these matlers in
<br /> the event that Grantor fails to provide the requested statement in a timely manner.
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<br /> 16. DEFAULT. Grantor shall be in default under this Deed of Trust and the Trustee's powe�shall become operative in the event ihat Grarnor,Borrower or i
<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 breaches any warranty or covenant to Lender ciontained 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 Property to seizure,confiscation,or condemnation;
<br /> (d) seeks to revoke,terminate or otherwise limit its liability under any guararrty to Lende�;
<br /> (e) dies, becomes legally incompetent,is dissolved or temrnated,becomes insolvent,'makes an assignment for the benefit of creditors, faiis to pay
<br /> debts as they become due,files a petition under the federal banlwptcy laws,has an inVoluntary petition in banlwptcy filed in which Grantor,Borrower
<br /> or any guarantor is named,or has property taken under any writ or process of court; '
<br /> (f) allows goods to be used,transported or stored on ihe Property,the possession,tran�portation,or use of which,is illegal;
<br /> (g) allows any party other than Grantor or Borrower to assume or undertake any Obligation without the written consent of Lender;or
<br /> (h) causes Lender to deem itself insecure due to a significant decline in the value of the Property;or if Lender,in good faith,for any reason,believes
<br /> that the prospect of payment or pertormance is impaired.
<br /> 17. RIGHTS OF LENDER ON DEFAULT. If there is a default under this Deed of Trust, Ldnder shall be entitled to exercise one or more of the following
<br /> remedies without notice or demand(except as required by law):
<br /> (a) to dedare the Obligations imrnediately due and payable in full; ! I
<br /> (b) to collect the outstanding Obligations with or without resorting to judicial process;
<br /> (c) to require Grantor to deliver and make available to Lender any personal property or Chattels constituting the Property at a place reasonably
<br /> conveniertt to Grantor and Lender; �
<br /> (d) to enter upon and take possession of the Property without applying for or obtaini g the appointment of a receiver and, at Lender's option, to
<br /> appoint a receiver without bond, without first bringing suit on the Obligations and v�ithout otherwise meeting any statutory conditions regarding
<br /> receivers,N being intended that Lender shall have this contractual right to appoint a receiVer;
<br /> (e) to employ a managing agent of the Property and let the same,efther in Trustee's ovv�name,in the name of Lender or in the name of Grantor,and
<br /> re�ive 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 Obligations;
<br /> (f) to pay any sums in any form or manner deemed expedient by Lender to protect the¢ecurity of this Deed of Trust or to cure any default other than
<br /> paymeM of interest or principal on the Obligations;
<br /> (g) to foreclose this Deed of Trust judicially or nonjudicially and to direct the sale of the property through exercise of the power of sale as referenced in
<br /> i paragraph 20 hereof in acccordance with applicable law; �
<br /> (h) to set-off Grantor's Obligations against any amounts owed Grarnor by Lender in�luding, but not limited to, monies, instruments, and deposit
<br /> aa:ounts mairnained with Lender or any currently existing or future affiliate of Lender;an�i
<br /> (i)to exercise all other rights available to Lender under any other written agreement or a�plicable law.
<br /> Lender's rights are cumulative and may be exercised together, separately, and in any orc�er. In ihe event that Lender institutes an action seeking the
<br /> recovery of any of ihe Property by way of a prejudgment remedy in an action against G�antor, Grantor waives the posting of any bond which might
<br /> othervvise be required. Lender or Lender's designee may purchase the Property at any salA. Proceeds of any Trustee's sale hereunder shall be applied
<br /> first,to the costs and expenses of exercising the power of sale and of the sale, including the payment of the Trustee's fees actually incuned and not to
<br /> exceed the amount which may be provided for in this Deed of Trust,second,to payment of fhe Obligations secured hereby,third,to the payment of junior
<br /> trust deeds,mortgages,or other lienholders,and the balance,if any,to the person or person5 legally entitled thereto. The property or any part thereof may
<br /> be sold in one parcel,or in such parcels,manner or order as Lender in hs sole discretion may elect,and one or more exercises of the power herein granted
<br /> shall not extinguish or exhaust the power unless the entire property is sold or the obligations�re paid in full.
<br /> 18. TRUSTEE'S EXERCISE OF POWER OF SALE ON DEFAULT: If Lender elects to sell�Grantor's interest in the Property by exercise of th�power of
<br /> sale herein contained,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 tolbe recorded,published and delivered such notices of defauli
<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 /> after such time as may then be required by law and after recordation of such notice of defauft;and after notice of sale having been given as required by law,
<br />' sell the Property at ihe time and place of sale fixed by it in such notice of sale,either as whole or in separate lots or parcels or items as Lender shall deem
<br /> expedient,and in such order as N may determine,at public auction to the highest bidder for cash in lawful money of the United States payable at the time of
<br /> sale, or as otherwise may then be required by law. Trustee shall deliver to such purchaser or purchasers thereof its good and sufflcient deed or deeds
<br /> conveying the property so sold, but without any covenam or warranty, express or implied.; The recitals in such deed of any matters or facts shall be
<br /> conclusive proof of the iruthfulness thereof. Any person,including,without limitation,Grantor;Trusiee or Lender,may purchase at such sale. Trustee may
<br /> in the manner provided by law postpone sale of all or any portion of the Property. '
<br /> 19. REQUEST FOR NOTICES: Grantor requests that a copy of any notice of default and a dopy 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 the same time and in th�same manner required as though a separate request thereof
<br /> had been filed by each such person. i
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<br /> NEDOTC Rev.12l97 � P�e 3 of 6
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