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<br /> �. (c) All applicable laws and regulations, including, whhout limitation, the Americans with Disabilities Act, 42 U.S.C. Section 12101 et seq. (and all
<br /> ' regulalions promulgated 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 /> pemrts,and certificates of occupancy(induding but not lirrvted to zoning variances,special exceptions for nonconforming uses,and final inspection C.O
<br /> approvals), whether temporary or pemranent, which are material to the use and oxupancy of the Property, presently are and shall be obtained, �
<br /> preserved and,where necessary,renewed;
<br /> (d) Grarrtor has the right and is duly authorized to execute and perfoRn its Obligations under this Deed of Trust and these actions do not and shall not �„i
<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; 0
<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,contract or other agreemerrt(including,but not limited to,
<br /> those goveming Hazardous Materials)which migM materially affect the Property or Lender's rights or interest in the Property pursuant to this Deed of 4�
<br /> Trust.
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<br /> 3. PRIOR DEEDS OF TRUST. Grantor represents and warrarrts 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 agrees to pay and perform in a timely manner. If there are any prior deeds of trust then
<br /> Grantor 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 default under any prior deed of trust shall be a default under this Deed of Trust and shall enthle Lender to all rigMs and remedies coMained
<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 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 interest therein,or of all or any benefiaal
<br /> interest in Borrower or Grantor(if Borrower or Grantor is not a natural person or persons but is a corporation,limited liabiliry company,partnership,trust,or
<br /> other legal errtity),Lender may,at its option dedare the outstanding prinapal balanoe of the Obligations plus accrued irrterest thereon irmiediately due and
<br /> payable. At Lender's request,Grantor or Borrower,as the case may be,shall fumish a complete statement setting forth all of its stockholders,members,or
<br /> partners,as appropriate,and the extetn of their respective ownership interests.
<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 (including
<br /> extensions,renewals and subleases),all agreemerrts 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 guaraMies of lessees'perfomiance under the Leases,together with the irmiediate and corrtinuing right to
<br /> collect and receNe 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 redemption period)under the Leases or from or arising out of the Property including minimum rents,additional rerrts,
<br /> percerrtage rents, parking or cormion area maintenance contributions, tax and insurance contributions, defiaency rerrts, liquidated damages following
<br /> default in any Lease, all proc�eds payable under any policy of insurance covering loss of rents resulting from urrtenantability caused by destruction or
<br /> damage to the 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 banlwptcy or other insolvency proceeding,and all proceeds from any rigMs and claims of any kind which Grantor
<br /> may have against any lessee under the Leases or any occupants of the Property(all of the above are hereafter collectively refeRed to as the"Rents"). This
<br /> assignment is subject to the rigM,power and authority given to the Lender to collect and apply the ReMs. This assignment is recorded in axordance with
<br /> applicable state law;the lien created by this assignmerrt is intended to be specific,pertected,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 /> GraMor a revxable 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 irrto an accourrt mairrtained by Gramor or Lendsr at Lender's institution. Upon default in the paymem
<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 to collect and receive all Rerrts from the property,and Lender
<br /> shall have full power to make alterations,renovations,repairs or replacemerrts 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 inciderrt 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,daims,assessmerrts and other liens which may accrue. The expense and cost of these
<br /> actions may be paid from the Rerrts received,and any unpaid amourrts shall be added to the prinapal of the Obligations. These amouMs,together with
<br /> other costs,shall become part of the Obligations sec:ured by this Deed of Trust.
<br /> 6. USE AND MAINTENANCE OF PROPERTY. Grarnor shall take all actions and make any repalrs needed to maintain the Property in good condition.
<br /> Grantor shall not corrmt or pemtt any waste to be corrmtted with respect to the Property. Grantor shall use the Property solely in compliance with
<br /> applicable law and insurance polides. Grarrtor shall not rnake any alterations, additions or improvemerrts to the Property without Lender's prior written
<br /> conserrt. Without limiting the foregoing,all alterations,additions and improvements made to the Property shall be subject io the benefiaal irnerest belonging
<br /> to Lender,shall not be removed wiihout Lender's prior written conser�t,and shall be made at Grarrtor's sole expense.
<br /> 7. LOSS OR DAMAGE. Grantor shall bear the entire risk of any loss,theft,destruction or darnage(cumulatively"Loss or Damage")to the Property or any
<br /> portion thereof from any cause whatsoever. In the everrt 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 affecled Property.
<br /> & 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,tomado and fire, theft or other casualry to the exterrt reqwred 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 provide Lender with at least
<br /> 30 days'written notice before such poliaes 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 ihe 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 mairrtain insurance,Lender(after providing notice as may be required by law)may
<br /> in its discretion procure appropriate insurance ooverage 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. GraMor shall fumish Lender with
<br /> evidence of insurance indicating the required coverage. Lender may act as attomey-in-fact for Grantor in maldng and settling claims under insurance
<br /> poliaes,cancelling any policy or endorsing Grarrtor's name on any draft or�egotiable instrumerrt drawn by any insurer. All such insurance policies shall be
<br /> urmediately assigned,pledged and delivered to Lender as further security for the Obligations. In the eveM of loss,Grantor shall irrmediately 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 rigM, at its sole option,to apply such monies toward the Obligations or toward the cost of rebuilding and
<br /> restoring the Property. Any amourrts may at Lender's option be applied in the irnerse order of the due dates thereof.
<br /> 9. ZONING AND PRIVATE COVENANTS. Grarrtor shall not initiate or conseM 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 the Property becomes a nonconforming use under any zoning provision,
<br /> Grarnor shall not cause or permit such use to be discorrtinued or abandoned without the prior written consent of Lender. Grantor will immediately provide
<br /> Lender with written notioe of any proposed changes to the zoning provisions or private covenams affecting the Property.
<br /> 10. CONDEMNATION. Grantor shall irrmediately provide Lender with written notice 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 paymerrt of Lender's attomeys'fees,legal expenses and other costs(induding appraisal fees)in connection with the condermation or eminent
<br /> domain proceedings and then,at the option of Lender,to the paymern of the Obligations or the restoration or repair of the Property.
<br /> NEDOTB Rav.12�87
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