|
99 109691
<br /> 11. LEi�DER'S RIGHT TO COMMENCE OR DEFEND LEGAL ACTIONS. Grantor shall irmiediately provide Lender with written notice of any actual or
<br /> threatened action,suit,or other proceeding affecting the Property. Grarrtor hereby appoints Lender as its attorney-in-fact to cornmence,irnervene in,and
<br /> defend such actions,suits,or other legal proceedings and to compromise or settle any claim or controversy pertaining thereto. Lender shall not be liable to
<br /> Grantor for any action,error,mistake,omission or delay pertaining to the actions described in this paragraph or any damages resulting 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 performance 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 indermify and hold Lender and its shareholders,directors,officers,
<br /> employees and agents hamiless from all claims, damages, liabilities(induding attomeys'fees and legal expenses), causes of action, actions, suits and
<br /> other legal proceedings(cumulatively"Claims")pertaining to the Property(including,but not limited to,those involving Hazardous Materials). Gramor,upon
<br /> ihe request of Lender,shall hire legal counsel to defend Lender from such Claims,and pay the attomeys'fees,legal expenses and other costs incurred in
<br /> connection therewith. In the altemative, Lender shall be errtitled to employ its own legal counsel to defend such Claims at Grantor's cost. Grantor's
<br /> obligation to 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 assessments relating to Property when due and irrmediately provide Lender evidence
<br /> of payment of same. Upon the request of Lender, Grantor shall deposft with Lender each month one-twelfth (1/12) of the estimated annual insurance
<br /> premium,taxes and assessments pertaining to the Property. So long as there is no defauit,these amounts shall be applied to the payment of tanes,
<br /> assessmerrts and insurance as required on the Property. In the everrt of defauft,Lender shall have the right,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 agents to examine and inspect the Property
<br /> and examine,inspect and make copies of Grantor's books and records pertaining 10 the Property from time to time. Grantor shall provide any assistance
<br /> required by Lender for these purposes. All of the signatures and information corrtained in Grantor's books and records shall be genuine,true,accurate and
<br /> complete in all respects. Grantor shall note the existence of Lender's benefiaal iMerest in its books and records pertaining to the Property. Additionally,
<br /> Grantor shall report,in a form satisfactory to Lender,such infomration as Lender rtray request regarding Grantor's financial condition or the Property. The
<br /> information shall be for such periods,shall reflect Grantor'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 Grantor if Lender requests.
<br /> 15. ESTOPPEL CERTIFICATES. Wrthin ten(10)days after any request by Lender,Grarrtor shall deliver to Lender,or any intended transferee of Lender's
<br /> rigMs with respecl to the Obligations, a signed and adviowledged statemeM specifying(a)the outstanding balance on the Obligations; and(b)whether
<br /> Grarnor possesses any daims,defenses,set-offs or cournerclaims with respect to the Obligations and,if so,the nature of such claims,defenses,set-offs or
<br /> countercla(ms. Grantor will be condusively bound by any representation that Lender may make to the intended transferee with respect to these matters in
<br /> the event that Grarrtor fails to provide the requested statement in a timely manner.
<br /> 16. DEFAULT. Grantor shall be in defauft under this Deed of Trust and the Trustee's power shall become operative in the event that Grantor,Borrower or
<br /> any guarantor of the Obligations:
<br /> (a) falls to pay any Obligation to Lender when due;
<br /> (b) fails to perform any Obligalion or breaches any warranty or covenant to Lender contained 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,con�scation,or condemnation;
<br /> (d) seeks to revoke,terminate or otherwise limit its liabiliiy under any guararny to Lender;
<br /> (e) dies,becomes legally incompeterrt,is dissolved or terminated, becomes insoNent, makes an assignment for the benefit of creditors,fails to pay
<br /> debts as they become due,files a petition under the federal bankruptcy laws,has an involuntary petition in bankruptcy filed 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 than Grantor or Borrower to assume or undertake any Obligation without the written consent of Lender;or
<br /> (h) causes Lender to deem itself insecure due to a significant decUne in the value of the Property;or if Lender,in good faith,for any reason,believes
<br /> that the prospect of payment 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 exerase one or more of the following
<br /> remedies without notice or demand(except as required by law):
<br /> (a) to declare the Obligations imrnediately due and payable in full;
<br /> (b) to collect the outstanding Obligations wiih or without resorting to judiaal process;
<br /> (c) to require Grantor to deliver and make available to Lender any personal property or Chattels constituting the Properly 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 without bond, without first bringing suit on the Obligations and without otherwise meeting any statutory conditions regarding
<br /> receNers,it being iMended that Lender shall have this contractual rigM to appoint a receiver;
<br /> (e) to employ a managing agerrt of the Property and let the same,either in Trustee's own name,in the name of Lender or in the name of Grantor,and
<br /> reoeive the rents,incomes,issues and profits of the Property and apply the same,after payment of all necessary charges and expenses,on account of
<br /> the Obligations;
<br /> (� to pay any sums in any form or manner deemed expedient by Lender to protect the securiiy of this Deed of Trust or to cure any default other than
<br /> paymerrt of irrterest or prinapal on the Obligations;
<br /> (g) to foredose this Deed of Trust judiaally or nonjudicially and to direct the sale of the property through exerase of the power of sale as referenced in
<br /> paragraph 20 hereof in acccordance with applicable law;
<br /> (h) to set-off Grantor's Obligations against any amounts owed Grantor by Lender including, but not limited to, monies, instruments, and deposit
<br /> accounts maintained with Lender or any currently existing or future affiliate of Lender;and
<br /> (i)to exerdse all other rights available to Lender under any other written agreemerrt 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 rernedy in an action against Grantor, Grantor waives the posting of any bond which might
<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 and 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 payment of the Obligations secured hereby,third,to the payment of junior
<br /> trust deeds,mortgages,or other lienholders,and the balance,if any,to the person or persons legally entitled thereto. The property or any part thereof may
<br /> be sold in one parcel,or in such parcels,manner or order as Lender in its sole discretion may elect,and one or more exercises of ihe power herein granted
<br /> shall not extinguish or exhaust the power unless the entire 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 Graritor's interest in the Property by exercise of the power of
<br /> sale herein contained,Lender shall notify Trustee in the manner then required by law.
<br /> Upon receipt of such notice of Lender and at the direction of Lender,Trustee shall cause to be recorded,published and delivered such notices of default
<br /> and notices of sale as may then be required by Iaw and by this Deed of Trust. Trustee shall,only at the direction of Lender and without demand on Grantor,
<br /> after such time as may then be required by law and after recordation of such notice of defauft and after notice of sale having been given as required by law,
<br /> sell the Property at the time and place of sale fixed by it in 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 United States payable at the time of
<br /> sale, or as othervvise may then be required by law. Trustee shall deliver to such purchaser or purchasers thereof fts good and suffiaent 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. My 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. RE�UEST FOR NOTICES: Grantor requests that a copy of any notice of default 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 Rev.12197 Psae 3 d B
<br />
|