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, � 99 109014
<br /> (c) All applicable laws and regulations, induding, without 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 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 rigMs, licenses,
<br /> pemrts, and certificates of occupancy(induding but not limited to zoning varianoes,special exceptions for nonconforming uses,and final inspection
<br /> ' approvals), whether temporary or permanerrt,which are material to the use and occupancy of the Property, presently 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,corrtract 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 maierially affect the Property;and
<br /> (� Grantor has not violated and shall not violate any statute,regulation,ordinance,rule of law,contract or other agreement(including,but not limited to,
<br /> those goveming Hazardous Materials)which might materfally affect the Properry or Lender's rigMs or interest in the Property pursuant to this Deed of
<br /> Trust.
<br /> 3. PRIOR DEEDS OF TRUST. Grarrtor represents and warrants that there are no prior deeds of trust affecting any part of the Property except as set forlh
<br /> on Schedule B attached to this Deed of Trust,whfch Grarrtor agrees to pay and perform in a timely manner. If there are any prior deeds of trust then
<br /> Grarrtor agrees to pay all amounts owed,and perform all obligations required,under such deeds of trust and the indebtedness sec:ured 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 entitle Lender to all rights and remedies contained
<br /> herein or in the Obligations to which Lender would be entftled in the evern of any other default.
<br /> 4. TRANSFERS OF THE PROPERTY OR BENEFICIAL INTERESTS IN GRANTORS OR BORROWERS. In the everrt of a sale,conveyance, lease,
<br /> comract 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 entity),Lender may,at its option dedare the outstanding prinapal balance of the Obligations plus aaxued irrterest thereon imrnediately 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 ils stockholders,members,or
<br /> partners,as appropriate,and the exterrt of their respective ownership irrterests.
<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 /> Grarnor's estate, right, title, interest, 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 oa;upancy of the Property(all such leases and agreements whether written or oral,are
<br /> hereaRer referred to as the"Leases"),and all guaranties of lessees'perfomiance under the Leases,together with the imrnediate and continuing right 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 redemption period) under the Leases or from or arising out of the Property including minimum rents,additional rents,
<br /> percentage rents, parldng or common area mairhenance corrtributions, tax and insurance contributions, deficiency rerrts, liquidated damages following
<br /> default in any Lease, all proceeds payable under any policy of insurance covering loss of rents resufting from untenantability caused by desiruction 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 bankruptcy 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 abave are hereafter collectively referred to as the"Rents"). This
<br /> assignment is subject to the rigM,power and authority given to the Lender to collect and apply the Rents. This assignment is recorded in accordance with
<br /> applicable state law;the lien 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 /> Gramor a revocable 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 Rerrts into an aocourrt maintained by Grantor or Lender at Lender's institution. Upon defauR in the paytnent
<br /> of,or in the perfomrance of,any of the Obligations,Lender may at its option take possession of the Property and have,hold,manage,lease and operate the
<br /> Properry on temis and for a period of time that Lender deems proper. Lender may proceed to collect and receive all Rents from the property,and Lender
<br /> shall have full power to rnake alterations,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 atterations,renovations, repairs and replacemerrts and any
<br /> expenses inadent to taking and retaining possession of the Properry 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 Rents received,and any unpaid amounts shall be added to the prinapal of the Obligations. These amounts,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 all actions and make any repairs needed to mairrtain the Property in good condition.
<br /> Grantor shall not cormtt or pemrt any waste to be conmtted with respect to the Property. Grantor shall use the Property solely in compliance with
<br /> applicable law and insuranoe policies. Grantor shall not make any alterations, additions or improvements to the Property without Lender's prior written
<br /> conserrt. Without Iimiting the foregoing,all afterations,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 consent,and shall be made at GraMor's sole expense.
<br /> 7. LOSS OR DAMAGE. Grantor shall bear the entire 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,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 affected Property.
<br /> 8. INSURANCE. The Property will be kept insured for its full insurable value(replacemerrt cost)against all hazards induding loss or damage caused by
<br /> flood,earthquake,tomado and fire,theft or other casualry to the exterrt required by Lender. Grantor may obtain insurance on the Properry from such
<br /> companies as are axeptable 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 policies are altered or cancelled in any manner. The insurance poliaes shall name Lender as a loss
<br /> payee an provi that no act or omission of Grantor or any other person shall affect the right of Lender to be paid the insurance proceeds pertaining to the
<br /> loss or damage of the Property. In the event Grarnor fails to acquire or mairrtain insurance,Lender(after providing notice as may be required by law)may
<br /> in its discxetion procure appropriate insurance coverage upon the Property and the insurance cost shall be an advance payable and bearing irnerest as
<br /> described in the "REIMBURSEMENT OF AMOUNTS EXPENDED BY LENDER" paragraph and secured hereby. Grantor shall fumish Lender with
<br /> evidence of insuranoe indicating the required coverage. Lender may act as attomey-in-fact for Grantor in making and settling dalms under insuranoe
<br /> poliaes,cancelling any policy or endorsing Grantor's name on any draft or negotiable instrumerrt drawn by any insurer. All such insurance policies shall be
<br /> imrnediately assigned,pledged and delivered to Lender as further security for the Obligations. In the event of loss,Grantor shall irm�ediately give Lender
<br /> written notice and Lender is authorized to make proof of loss. Each insurance company is directed to r�ke paymerrts directly to Lender instead of to
<br /> Lender and Grarrtor. 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. My amourrts 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 conserrt 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 /> Grantor shall not cause or pemit such use to be discorrtinued or abandoned without the prior written conserrt of Lender. Grarrior will irmiediately 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 irrmediately provide Lender with written notice of any actual or threatened condermation or eMnent domain
<br /> proceeding pertaining to the Property. All monies payable to Grarrtor from such condermation or taking are hereby assigned to lsnder and shall be applied
<br /> first to the payment 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 paymerrt of the Obligations or the restoration or repair of the Property.
<br /> NEDOTB Rev.1297
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