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99 10934$
<br /> 11. LENDER'S RIGHT TO COMMENCE OR DEFEND LEGAL ACTION3. Grantor shall irmiediately provide Lender with written notice of any actual or
<br /> threatened actfon,suit,or other proceeding affecting the Property. Grantor hereby appoirrts Lender as its attomey-in-fact to corm�ence,irnervene in,and
<br /> defend such actions,suits,or other legal proceedings and to compromise or settle any claim or corrtroversy pertaining thereto. Lender shall not be liable to
<br /> Gramor for any action,error,mistake,omission or delay pertaining to the actions described in this paragraph or any damages resuhing therefrom. Nothing
<br /> contained herein will prevent Lender from taking the actions described in this paragraph in its own name.
<br /> 12 INDEMNIFICATION. Lender shall not assume or be responsible for the perfomiance of any of Grantor's obligations with respect to the Property under
<br /> any arcumstances. Grantor shall immediately provide Lender with written notice of and indermiiy and hold Lender and its shareholders,directors,officers,
<br /> employees and agerns harmless from all daims, damages, IlabiUties(induding attomeys'fees and legal expenses), causes of action, actions, suits and
<br /> other legal proceedings(cumulatively"Claims")pertaining to the Property(induding,but not limited to,those involving Hazardous Materials). Grarrtor,upon
<br /> the request of Lender,shall hire legal counsel to defend Lender from such Clairr�,and pay the attomeys'fees,legal expenses and other costs incurred in
<br /> connection therewith. In the altemative, Lender shall be entitled to employ its own legal �unsel to defend such Claims at Grarnor's cost. Grantor's
<br /> obligation 10 indermify Lender under this paragraph shall survive the termination,release or foredosure of this Deed of Trust.
<br /> 13. TAXES AND ASSESSMENTS. Grantor shall pay all taxes and assessmerrts relating to Property when due and irrmediately provide Lender evidence
<br /> of paymern of same. Upon the request of Lender, Grantor shall deposit with Lender each morrth one-twelfth (1/12) of the estimated annual insurance
<br /> premium,taxes and assessments pertaining to the Property. So long as there is no defauft,these amounts shall be applied to the payment of taxes,
<br /> assessments and insurance as required on the Property. In the eveM of default.Lender shall have the rigM,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 allow Lender or its agerrts to exarnne and inspect the Property
<br /> and examine,inspect and make copies of Grantor's books and records pertaining to the Property from time to time. Grantor shall provide any assistance
<br /> required by Lender for these purposes. All of the signaiures and information contained in GraMor's books and records shall be genuine,true,aa�rate and
<br /> oomplete in all respecis. Grantor shall note the existence of Lender's beneficial interest in its books and records pertaining to the Property. Additionally,
<br /> Grantor shall repart,in a form satisfactory to Lender,such in�ormaticn as render may;equest re�ar�ing Grantor's finanaal condition or the Property. The
<br /> information shall be for such periods,sha!!reflect Gramor's records at such time,and shall be rendered with such frequency as Lender may designate. All
<br /> information fumished by Grarrtor to Lender shall be true,accurate and complete in all respects,and signed by Grarrtor if Lender requests.
<br /> 15. ESTOPPEL CERTIFICATES. Wdhin ten(10)days after any request by Lender,Grantor shall deliver to Lender,or any iMended transferee of Lender's
<br /> rights with respect to the Obligations, a signed and adviowledged statemerrt specifying(a)the outstanding balance on the Obligations;and(b)whether
<br /> Grantor possesses any claims,defenses,set-offs or courtterdaims with respect to the Obligations and,if so,the nature of such daims,defenses,set-offs or
<br /> cournerdaims. Grantor will be condusively bound by any represernation that Lender may make to ihe irnended transferee with respect to these matters in
<br /> the evem that Grantor fails to provide the requested statemeM in a timely manner.
<br /> 18. DEFAULT. Grantor shall be in defauft under this Deed of Trust and the Trustee's power shall become operative in the event that Grarrtor,Borrower or
<br /> any guaraMor of the Obligations:
<br /> (a) fails to pay any Obligation to Lender when due;
<br /> (b) fails to pertorm any Obligation or breaches any warramy or covenant to Lender cornained 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 condermation;
<br /> (d) seeks to revoke,terminate or otherwise limit its liability under any guaranty to Lender,
<br /> (e) dies,becomes legally incompeterrt,is dissobed or terminated, becomes insobern,makes an assignment for the benefit of creditors,fails to pay
<br /> debts as they become due,files a petition under the federal banlwptcy laws,has an involurrtary petition in bankruptcy Nled in which Grantor,Borrower
<br /> or any guarantor is named,or has property taken under any writ or process of court;
<br /> (� allows goods to be used,transported or stored on the Property,the possession,transportation,or use of which,is illegal;
<br /> (g) allows any party other ihan Grarrtor or Borrower to assume or undertake any Obligation withoul the written�nsent of Lender;or
<br /> (h) causes Lender to deem itself insecure due to a significant dedine in the value of the Property;or if Lender,in good faith,for any reason,believes
<br /> that the prospect of paymer»or perfomiance is impaired.
<br /> 17. RIGHTS OF LENDER ON DEFAULT. If there is a default under this Deed of Trust, Lender shall be entitled to exercise one or more of the following
<br /> remedies without notice or demand(except as required by Iaw):
<br /> (a) to dedare the Obligations irnr�ediately due and payable in full;
<br /> (b) to collect the outstanding Obligations with or without resorting to judicial process;
<br /> (c) to require C,rantor to deliver and make avaitable to Lender any personal property or Chattels constituting the Property at a place reasonably
<br /> convenient to Grantor and Lender;
<br /> (d) to enter upon and take possession of the Property without applying for or obtaining the appointment of a receiver and, at Lender's option, to
<br /> appoint a receiver wfthout bond, without first bringing suft on the Obligations and without otherwise meeting any statutory conditions regarding
<br /> receivers,it being imended that Lender shall have this corrtractual right to appoint a receiver;
<br /> (e) to employ a menaging agern of the Properry and let the same,eNher in Trustee's own name,in the name of Lender or in the name of Grantor,and
<br /> receive the rerrts,incomes,issues and profits of the Property and apply the same,after payment of all necessary charges and expenses,on axount of
<br /> the Obligations;
<br /> (� to pay any sums in any form or manner deemed expedierrt by Lender to protect the security of this Deed of Tn�st or to cure any default other than
<br /> paymerrt of irrterest or princfpal on the Obligations;
<br /> (g) to foredose this Deed of Trust judiaally or nonjudidally and to direct the sale of the property through exerase of the power of sale as referenced in
<br /> paragraph 20 hereof in acxordance with applicable law;
<br /> (h) to set-off Grantor's Obligations against any amounts owed Grantor by Lender induding, but not limited to, monies, instrurr�nts, and deposit
<br /> axounts maintained with Lender or any cunerrtly existing or future afflliate of Lender;and
<br /> (i)to exerase all other rigMs avallable to Lender under any other written agreement or applicable law.
<br /> Lender's rigMs are cumulative and may be exerased together, separately, and in any order. In the event that Lender institutes an action seeking the
<br /> recovery of any of the Property by way of a prejudgmerrt remedy in an action against Grantor, Grantor waives the posting of any bond which migM
<br /> otherwise be required. Lender or Lender's designee may purchase the Property at any sale. Proceeds of any Trustee's sale hereunder shall be applied
<br /> first,to the costs end expenses of exerdsing the power of sale and of the sale, induding the payment of the Trustee's fees actually incurred and not to
<br /> exceed the amount which may be provided for in this Deed of Trust,second,to paymerd of the Obligations seaued hereby,third,to the paymerrt of junior
<br /> trust deeds,mortgages,or other lienholders,and the balanoe,if any,to the person or persons legally ernitled thereto. The property or any part thereof may
<br /> be sold in one parcel,or in such parcels,manner or order as Lender in fts sole discretion may elect,and one or more exercises of the power herein granted
<br /> sha�l not e�inguish or exhaust the power unless the errtire property is sold or the obligations are 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 the power of
<br /> sale herein corrtained,Lender shall notify Trustee in the manner then required by law.
<br /> Upon receipt of such notice of Lender and at the direction of lsnder,Trustee shall cause to be recorded,published and delivered such notices of default
<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 Grarrtor,
<br /> after such time as may then be required by law and after recordation of such notice of default and after notice of sale having been given as required by law,
<br /> sell the Property at the time and place of sale Hxed by it fn such notioe of sale,either as whole or in separate lots or parcels or items as Lender shall deem
<br /> expedierrt,and in such order as it may determine,at public auction to the highest bidder for cash in lawful money of the Unfted States payable at the time of
<br /> sale,or as otherwise may then be requfred by law. Trustee shall deliver to such purchaser or purchasers thereof its good and sufflciern deed or deeds
<br /> conveying the property so sold, but without any covenarrt or warranty, express or implied. The reatals in such deed of any matters or facts shall be
<br /> condusive proof of the truthfulness thereof. Any person,induding,without limitation,Grantor,Trustee 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 N0710ES: Grantor requests that a copy of any notice of defauft and a copy 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 the same manner required as though a separate request thereof
<br /> had been filed by each such person.
<br /> NEDOTC Rw.t?/97 P,,,,�,�R
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