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<br /> (c) All applicable laws and regulations, induding, without limitation, the Americans with Disabililies 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 Property by virtue of any federal,state or municipal
<br /> authority with jurisdiction over the Property, preserrtly are and shall be observed and complied with in all maierial respects,and all rights, licenses,
<br /> pemtts, and certificates of occupancy(induding but not limited to zoning variances,special exceptions for nonconforming uses,and final inspection
<br /> approvals), whether temporary or pemienerrt, which are material to the use and oxupancy of the Property, preserrtly are and shall be obtained,
<br /> preserved and,where necessary,renewed;
<br /> (d) Grantor has the rigM 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 agreement 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 /> (f) Grantor has not violated and shall not violate any statute,regulation,ordinance,rule of law,corrtract or other agreement(induding,but not limited to,
<br /> those goveming Hazardous Materials)which might materially affect the Property or Lender's rights or irrterest in the Property pursuant to this Deed of
<br /> Trust.
<br /> 3. PRIOR DEEDS OF TRUST. Grantor represerrts 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 Grarrtor agrees to pay and perform in a timaly manner. If there are any prior deeds of trust ihen
<br /> Grarnor agrees to pay all amourrts owed,and perform all obligations required,under such deeds of tnast and the indebtedness secured thereby and further
<br /> agrees that a default under any prior deed of trusi shall be a defauft under this Deed of Trust and shall ernitle Lender to all rigMs and remedies contained
<br /> herein or in the Obligations to which Lender would be emitled in the evem of any other defauft.
<br /> 4. TRANSFERS OF THE PROPERTY OR BENEFICIAL INTERESTS IN GRANTORS OR BORROWERS. In the everrt 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 benefiaal
<br /> interest in Borrower or Grarrtor(if Borrower or Grarrtor is not a natural person or persons but is a corporation,limited liability company,partnership,trust,or
<br /> other legal errtity),Lender may,at its option dedare the outstanding prinapal balance of the Obligations plus accrued interest thereon irmiediately due and
<br /> payable. At Lender's request,Grantor or Borrower,as the case may be,shall fumish a complete statemerrt seriing forth all of its stoc�cholders,members,or
<br /> partners,as appropriate,and the exterrt 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, imerest, claim and demand now owned or hereafter acquired in all existing and future leases of the Property (including
<br /> e�ensions,renewals and subleases),all agreemerrts for use and oaxipancy of the Property(all such leases and agreements whether written or oral,are
<br /> hereafter referred to as the"Leases"),and all guararrties of lessees' performance under the Leases,together with the irmiediate and continuing rigM to
<br /> collect and receive all of the rents,income,re�ipts,revenues,issues,profits and other income of any nature now or hereafter due(including any income of
<br /> any nature coming due during any redemption period) under the Leases or from or arising out of the Property induding minirrx�m rents,additional rents,
<br /> percentage rents, parking or cortxran area maiMenance contributions, tax and insurance coMributions, defiaency rents, liquidated damages following
<br /> defauh in any Lease, all proceeds payable under any policy of insurance covering loss of reMs resulting from untenantability caused by destruction or
<br /> damage to the Property, all proceeds payable as a result 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 insobency 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 occupants of the Property(all of the above are hereafter collectively referred io as the"Rerrts"). This
<br /> assignment is subject to the right,power and authority given to the Lsnder to collect and apply the Rents. This assignment is recorded in accordance with
<br /> applicable state law;the lien created by this assignment 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 default under the Obligations or this Deed of Trust, Lender grarns
<br /> Grantor a revocable license to collecl 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 Grarrtor to deposit all Rents irrto an axount maiMained by Grarrtor 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 operate the
<br /> Property on temis 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 atterations,renovations,repairs or replacements to the Property as Lender may deem proper. Lender may apply all Rents in
<br /> Lender's sole discxetion to paymern of the Obligations or to the payment of the cost of such alterations, renovations, repairs and replacements and any
<br /> expenses incident to taldng 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,assessmerns and other liens which may accrue. The expense and cost of these
<br /> actions may be paid from the Rents received,and any unpaid amourns 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. Grarrtor shall take all actions and make any repairs needed to maintain the Property in good condhion.
<br /> Grantor shall not corrmt or pemtt any waste to be committed with respect to the Property. Gramor shall use the Property solely in compliance with
<br /> applicable law and insurance poliaes. Grantor shall not make any alterations,additions or improvements to the Property wrthout Lender's prior written
<br /> consent. Without limiting the foregoing,all atterations,additions and improvemems made to the Property shall be subject to the beneficial irrterest belonging
<br /> to Lender,shall not be removed without Lender's prior written consem,and shall be made at Grantor's sole expense.
<br /> 7. LOSS OR DAMAGE. Grantor 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 event 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 /> S. 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 extent required by Lender. Grantor may obtain insurance on the Property irom such
<br /> companies as are acxeptable to Lender in hs sole discretion. The insurance poliaes shall require the insurance company to provide Lender with at least
<br /> 3 0 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 prov� that no act or omission of Grarrtor 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 event Grantor fails to acquire or mairttain insurance,Lender(after providing notice as may be required by law)may
<br /> in its discretion procure appropriate insurance coverage upon the Property and the insurance cost shall be an advanoe payable and bearing interest 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 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 Grantor's name on any draft or negotiable instrumern drawn by any insurer. All such insurance policies shall be
<br /> irmiediately assigned,pledged and delivered to Lender as further security for the Obligations. In ihe event of loss,Grarrtor shall irmiediately 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 Grantor. Lender shall have the rigM, at its sole option, to apply such rtpnies toward the Obligations or toward the cost of rebuilding and
<br /> restoring the Property. Any arnourAs may at Lender's option be applied in the inverse order of the due dates thereof.
<br /> 9. ZONING AND PRIVATE COVENANTS. Granlor shall not initiate or consent to any change in the zoning provisions or private covenants affecting the
<br /> use of the Propehy without Lender's prior written consent. If Grarrtor's use of ihe Property becomes a nonconfomiing use under any zoning provision,
<br /> Grantor shall not cause or pemirt such use to be discontinued or abandoned without the prior written consent of Lender. Grantor will imrnediately provide
<br /> Lender with written notice of any proposed changes to the zoning provisions or private covenants affecting the Property.
<br /> 10. CONDEMNATION. Grantor shall irmiediately provide Lender with written notice of any actual or threatened condermation 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(including appraisal fees)in connection with the condemnation or eminent
<br /> domain proceedings and then,at the option of Lender,to the payment of the Obligations or the restoration or repair of the Property.
<br /> NEDOTB Rev.1297
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