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<br /> tc) Ali applfcable Iaws and regulations, indu�ng,wlthout Iimitation, the Americans with Disabilitles Act, 42 U.S.C. Sectlon 12101 et seq. (and all
<br /> regulaUons promulgated thereunder)and all zoning and building Iaws and regulatlons relating to the PropQrty by virtue of any federal,state or munidpal
<br /> authority wfth jurisdiction over the Property, preserrtly are and shall be observed and complfed wfth in all mate�ial respects,and all �igMs, Iicenses,
<br /> pemits,and certiflcates of oocupancy(induding but not limited to zoning veriances,spedal exceptions for nonconforming uses,and flnal inspecNon
<br /> approvals), whether temporary or permenerrt,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) Grantor has the tight and is duly authorized to execute and pertorm its Obligations under this Deed of Trust and these actions do not and shall not
<br /> conflid with the provisions of any statute,regulation,ordinance,rule of Iaw,contraet�other agreemerrt which msy be binding on Grarrtor at any time;
<br /> (e) No action or proceeding is or shall be pen�ng or threatened which rHgM materially affect the Property;and
<br /> (fl Grantor has not violated and shall not vbiate any statute,regulaUon,ordinance,rule of Iaw,corrtract or other agreemerrt(induding,but not IiMted to,
<br /> those goveming Hazardous Materials)which might materially affect the Property or Lender's rigMs or interest in the Property pursuaM to this Deed of
<br /> Trust.
<br /> 3. PRIOR DEEDS OF TRUST. Grarrtor represerrts and warrants that there are no prior deeds of trust affecNng any part of the Property except as set forth
<br /> on Schedule B attached to this Deed of Tn�st,which Grantor agrees to pa and perform in a timely manner. If there are any prior deeds of trust then
<br /> Grantor agrees lo pay all amourrts owed,and perform all abligations requi�under such deeds of trust 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 errtitle Lender to all rigMs and remedies corrtained
<br /> herein or in the Obligations to which Lender would be entitled in the event 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 properry described in Schedule A,or any irrterest therein,or of all or any benefldal
<br /> irrterest in Borrower or Grantor(if Borrower or Grentor is not a nffiural person or persons but is a corporation,limited liabiliry comp�ny,partnership,trust,or
<br /> other legal entity),Lender may,at its option dedare the outstanding prindpel belance of the Obligations plus axrued irrterest thereon irtmediately due and
<br /> payable. At Lender's request,Grantor or Borrower,as the case may be,shall fumish a complete statemerrt setting forth all of its stodd�olders,members,or
<br /> partners,as appropriate,and the exterrt of their respectfve ownership irrterests.
<br /> 6. ASSIGNMENT OF RENTS. In consideration of the Obligations,whfch are secured by this Deed of Trust, Grantor absolutely assigns to Lsnder all
<br /> Grantor's estate, rigM, thle, irrterest, daim and demand now owned or hereafter acquired In all e�sting and future leases of the Property pnduding
<br /> extenaions,renewals and subleases),all a�eements for use and oxupancy of the Properly(all such leases and agreements whether written or oral,are
<br /> hereafter referred to as the"Leases'�,and all guarantfes of lessees'pertom�ance under the Leases,together with the irmiediate and corrtinuing rigM to
<br /> collect and receive all of the rems,income,receipts,revenues,issues,proflts and other income of any nature now or hereafter due(induding any income of
<br /> any nature coming due during any redempNon period)under the Leases or from or arising out of the Property induding minimum rerrts,additional rerrts,
<br /> percerrtage rerrts, parldng or cortrran area meirrtenance contributions, tax and insurance corrtributions, deflciency reMs, Iiquidated darnages following
<br /> defauft in any Lease, all proceeds payable under any polfcy of fnsurance covering loss of rerrts resulting from urdenarrtablllty caused by destruction or
<br /> damage to the Property, all proceeds payable as a resuft of a lessee's exercise of an option to purchase the Property, all proeeeds derived from the
<br /> termination or rejection of any Lease in a banlwptcy or other insolvency proceeding,and all proceeds irom any rigMs and daims of any kind which Grantor
<br /> may have against any lessee under the Leases or any oa;upants of the�roperty(all of the above are hereatter collectNely referred to as the"Rerrts"). This
<br /> assignment is subject to the rigM,p�wer and authoriry gNen to the Lender to collect and apply the Rents. This assignmerrt is reoorded in aocordance with
<br /> applicable state Iaw;the lien created by this assignmerrt is irrtended to be speaflc, perfected,and choate upon the recording of this Deed of Trust,all as
<br /> provided by applic;able state law as amended hom tlme to time. As long as there is no defautt under the Obligations or this Deed of Trust,Lender grartts
<br /> Grantor a revocable license to collect all Rerrts from the Leases when due and to use such proceeds in Grantor's businesa operations. However,Lender
<br /> may at any time require Grantor to deposit all Rerrts iMo an accourrt meintained by Grantor or Lender at Lender's instftution. Upon defauft in the paymerrt
<br /> of,or in the perfom�ance of,any of the Obligations,Lender may at fts option take possession of the Property and have,hold,manage,lease and operate the
<br /> Property on temu and for a period of time that Lender deems proper. Lender may proceed to wllect and receive all Rerrts from the property,and Lender
<br /> shail have full prnnrer to make aiterations,renovations,repairs or replacementa to the Property as Lender msy deem proper. Lender rr�y apply all Rerrts in
<br /> Lender's sole discxetion to paymerrt of the Obligations or to the paymerrt of the cost of such alterations,renovations, repairs and replacemerrts and any
<br /> expenses inddeM to taldng and retaininp possessio�of the Property periodically and the managemerrt 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 amourrts,together with
<br /> other costs,shall become part of the Obligations secured by this Deed of Trust.
<br /> 6. USE AND MAINTENANCE OF PROPERTY. Grantor shall take al�actions and make any repafrs needed to mairrtain the Property in good condition.
<br /> Grarrtor shall not corrMt or pemlt any waste to be corrmitted with respect to the Property. Grantor shall use the Property solely in compliance wfth
<br /> applicable law and insurance polides. GraMor shall not make any alterations,additions or improvemerrts to the Property without Lender's prior written
<br /> conseM. Without Iimiting the foregoing,all alterations,additions and improvemerrts made to the Property shall be subject to the beneflcial irrterest belonging
<br /> to Lender,shall not be rern�ved wfthout Lender's prior written conserrt,and ahall be made at Grantor's sole expense.
<br /> 7. LOSS OR DAAAAGE. Grantor shall bear the entire risk of any loss,theft,destniction or darrmge(cumulatfvely"Loss or Damage")io 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 oondftion or pay or cause to be pafd to Lender the derxease in the fair rt�arket value of the affected Property.
<br /> 8. INSURANCE The Property will be kept insured for Rs full insurable value(replacemerrt cost)against all hazards induding loss or darnage caused by
<br /> flood,earthquake,tomado and flre,theft or other casualty to the extent required by Lender. Grantor may obta(n insurance on the Property from such
<br /> companies as are aooeptable to Lender in its sole discxetion. The insurance policfes shall require the insurance company io provide Lender with at least
<br /> 3 0 days'wrttten notioe before such polides are altered or cancelled in any manner. The insurance polides shall name Lender as a loss
<br /> payee an pro that no act or omission of Grantor or any other person shall affect the rigM of Lender to be paid the insurance proceeds pertafning to the
<br /> loss or darr�age of the Property. In the everrt Grarrtor fails to acx�uire or mairrtain 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 irrterest as
<br /> descxibed in the "REIMBURSEMENT OF AMOUNTS EXPENDED BY LENDER" peragraph and secured hereby. Grantor shall fumish Lender with
<br /> evidence of Insuranoe indicating the required coverage. Lender may ad as attomey-in-fact for Grantor in maldng and settHng daims under insurance
<br /> �Iides,cancelling any policy or endorsing Grantor's name on any draft or negotiable instrument drawn by any insurer. All such insurance polides shall be
<br /> mne�ately assigned,piedged and delivered to Lender as further securiry for the Obligations. In the everri of loss,Grarrtor shall irmiediately give Lender
<br /> written notioe and Lender is authorized to make proof of loss. Each insurance company is directed to makepa ymerrts directly to Lender instead of to
<br /> Lender and Grarrtor. Lender shall have the right, at fts sole option,to apply such monies toward the Obligatlons or toward the cost of rebuilding and
<br /> restoring the Property. Any amounts may at Lender's optfon be applied in the irnrerse order of the due dates thereof.
<br /> 9. ZONING AND PRIVATE COVENANTS. Grantor shall not inftiate or consem to any change in the zoning provisions or prfvate covenarrts affecting ihe
<br /> use of the Property wfthout Lender's prior written oonsent. If Grarrtor's use of the Properry becomes a nonconforming use under any zoning provision,
<br /> Grantor shall not cause or pemlt such use to be discorrtinued or abandoned wfthout the prior written consent of Lender. Grantor will immediately�xovide
<br /> Lender wfth w�itten notice of any proposed changes to the zoning provisions or private oovenarrts affectlng the Property.
<br /> 10. CONDEMNATION. GraMor shall immedlately provide Lender with written notice of any actual or threatened condemnation or eminerrt domain
<br /> proceeding pertafning to the Property. All mcnies payable to Grantor from such condermation or taking are hereby assigned to Lender and shall be applied
<br /> flrst to the payrr�rrt of Lender's attomeys'fees,legal expenses and other costs(induding appraisal fees)in connection with the condermation or eminerrt
<br /> domain proceedings and then,at the optfon of Lender,to the paymerrt of the Obligations or the restoration or repair of the Property.
<br /> NEDOTB Rsv.t?P87
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