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<br /> 99 110105
<br /> 11. LERDER'S RIGHT TO COMMENCE OR DEFEND LEGAL ACTIONS. Grantor shall irTxnediately provide Lender with wririen notice of any actual or
<br /> threatened action,suit,or other proceeding affecting the Property. Grarrtor hereby appoints Lender as hs attomey-in-fact to corrxnence,intervene in,and
<br /> defend such actions sufts r o h
<br /> o t er I oceedin s and to co o '
<br /> egal pr g mpr mse or settle any da�m or controversy perta�rnng thereto. Lender shail not be�iable 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 /> cornained herein will prevent Lender from taldng 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 irmiediately provide Lender with written notice of and indemnify and hold Lender and its shareholders,directors,officers,
<br /> employees and agents harmless from all daims, damages, liabilhies(including attomeys' fees and legal expenses), causes of action, actions, suits and
<br /> other legal proceedings(cumulatively"Claims")pertaining to the Properry(including,but not limited to,those involving Hazardous Materials). Grantor,upon
<br /> the 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 entitled 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 temination,release or foreclosure of this Deed of Trust.
<br /> 13. TAXES AND ASSESSMENTS. Grantor shall pay all taxes and assessments relating to Property when due and irmiediately provide Lender evidence
<br /> of paymerrt of same. Upon the request of Lender, Grdntor shall deposit with Lender each month one-iwelfth (1/12) of the estimated annual insurance
<br /> premum, taxes and assessments pertalning to the Property. So long as there is no default, these amounts shall be applied to the payment of taxes,
<br /> assessments and insurance as required on the Property. In the everrt of default,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 to the Property from time to time. Grantor shall provide any assistance
<br /> required by Lender for these purposes. All of the signatures and information contained in Grarnor's books and records shall be genuine,true,accurate and
<br /> complete in all respects. Grantor shall note the existence of Lender's benefidal irrterest in its books and records pertaining to the Property. Additionally,
<br /> Grantor shall report,in a form satisfaclory to Lender,suc�infom�ation as Lender may request regarding Grarrtor's financial condition or the Property. The
<br /> information shall be for such periods,shail reflect Grantor's records at such time,and shall be rendered with such frequency as Lender may designate. All
<br /> information fumished by Grantor to Lender shall be true,accurate and complete in all respects,and signed by Grantor if Lender requests.
<br /> 15. ESTOPPEL CERTIFICATES. Within ten(10)days after any request by Lender,Grantor shall deliver to Lender,or any intended transferee of Lender's
<br /> rights with respeot to the Obligations, a signed and admowledged statement specifying(a)the outstanding balance on the Obligations;and(b)whether
<br /> Grarrtor possesses any daims,defenses,set-offs or courrterdaims wilh respect to the Obligations and,if so,the nature of such claims,defenses,set-offs or
<br /> counterdaims. Grarrtor will be condusively bound by any represerrtation that Lender may make to the intended transferee with respect to these matters in
<br /> the event that Grantor 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 Grarrtor,Borrower or
<br /> any guarantor of the Obligations:
<br /> (a) fails to pay any Obligation to Lender when due;
<br /> (b) fails to perform any Obligation or breaches any warranty or covenarrt to Lender contained in this Deed of Trust or any other present or future
<br /> agreement;
<br /> (c) deslroys,loses or damages the Property in any material respect or subjects the Property to seizure,confiscation,or condemnation;
<br /> (d) seeks to revoke,terminate or otherwise limit iis liability under any guaranry to Lender;
<br /> (e) dies,becomes legally incompetent, is dissolved or temrnated, becomes insolverrt,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 involuntary petition in banlwptcy 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 BoROwer 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 decline in the value of the Property;or if Lender,in good faith,for any reason,believes
<br /> that the prospect of paymerrt 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 law):
<br /> (a) to dedare the Obligations imrnediately due and payable in full;
<br /> (b) to collect the outstanding Obligations with or without resorting to judiciai process;
<br /> (c) to require Grantor to deliver and make available to Lender any personat property or Chattels constituting the Property at a place reasonably
<br /> conveniern to Grantor and Lender;
<br /> (d) to erner upon and take possession of the Property without applying for or obtaining the appointment of a receiver and, at Lender's option, to
<br /> appoirrt a receiver without bond, without first bringing suit on the Obligations and without othervvise meeting any statutory conditions regarding
<br /> receivers,it being irrtended that Lender shall have this corrtractual rigM 10 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 /> receive the rems,incomes,issues and profrts of the Property and apply the same,after payment of all necessary charges and expenses,on aacount 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 Trust or to cure any defauh other than
<br /> paymerrt of iMerest or prinapal on the Obligations;
<br /> (g) to foredose this Deed of Trust judiaally or nonjudiaally 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 Iaw;
<br /> (h) to set-off Grantor's Obligations against any amounts owed Grantor by Lender induding, but not limited to, monies, instruments, and deposit
<br /> accounts mairnained with Lender or any currently existing or future affiliate of Lender;and
<br /> (i)to exercise all other rigMs available 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 prejudgment remedy in an action against Grantor, Grantor waives the posting of any bond which might
<br /> othervvise be required. Lender or Lender's designee may purchase the Property at any sale. Proceeds of any Tn�stee's sale hereunder shall be applied
<br /> first,to the costs and expenses of exerasing 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 olher 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 the power herein granted
<br /> shall not extinguish or exhaust the power unless the entire property is sold or ihe obligations are paid in full.
<br /> 18. TRUSTEE'S EXERCISE OF POWER OF SALE ON DEFAULT: If Lender elects to sell Grantor's interesi 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 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 law and by this Deed of Trust. Trustee shall,only at the directlon of Lender and without demand on Grantor,
<br /> after such time as may then be required by law and aiter recordation of such notice of defauR and after notioe of sale having been given as required by law,
<br /> sell the Property at the time and place of sale flxed by ft in such notice of sale,either as whole or in separate lots or parcels or items as Lender shall deem
<br /> expediem,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 otherwise may then be required by law. Trustee shall deliver to such purchaser or purchasers thereof its good and suffiaent deed or deeds
<br /> conveying the property so sold, but without any covenarrt or warramy, 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 lsnder,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 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.1297 Pape 3 d 6
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