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<br /> 11. LENDER'S RIGHT TO COMMENCE OR DEFEND LEGAL ACTIONS. Grantor shall irm�ediaiely provide Lender with written notice of any actual or
<br /> threatened actiori,suit,or other p►oceeding affecting the Propehy. Grantor hereby appoints Lender as its attorney-in-fact to commence,intervene in,and
<br /> defend such aclions,suits,or other legal proc�edings and to compromise or settle any claim or controversy pertaining thereto. Lender shall not be liable to
<br /> �Grantor for any aclion,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 circumstances. Grantor shall irixnediately provide Lender with written notice of and indermify and hold Lender and its shareholders,directors,officers,
<br /> employees and agenis harmless 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,ihose 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 tem�ination,release or foreclosure of this Deed of Trust.
<br /> 13. TAXES AND ASSESSMENTS. Grantor shall pay all taxes and assessmenis relating to Property when due and irYrr�ediately provide Lender evidence
<br /> of payment of same. Upon the request of Lender,Grantor shall deposil with Lender each month one-twelfth (1/12) of the estimated annual insurance
<br /> premium, taxes and assessmerrts pertaining to the Property. So long as ihere is no default,these amounts shall be applied to the payment of taxes,
<br /> assessments and insurance as required on the Property. In the event 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 infomration c�ntained in Grantor's books and re�rds shall be genuine,true,accurate and
<br /> complete in all respects. Grantor shall note the existence of Lender's beneficial interest in its books and records pertaining to the Property. Additionally,
<br /> Grantor shall report,in a form satisfactory to Lender,such information as Lender may request regarding Grantor's financial condition or the Property. The
<br /> information shall be for such periods,shall reflect Grarnor's records at such time,and shall be rendered with such frequency as Lender may designate. All
<br /> infomration fumished by Grantor to Lender shall be true,axurate and cornplete in all respects,and signed by Grantor if Lender requests.
<br /> 15. ESTOPPEL CERTIFICATES. Wdhin ten(10)days after any request by Lender,Grantor shall deliver to Lender,or any intended transferee of Lender's
<br /> righis with respeci to the Obligations, a signed and aclmowledged statement specifying(a)the outstanding balance on the Obligations;and(b)whether
<br /> Grantor possesses any claims,defenses,set-offs or counterclaims with respect to the Obligations and,if so,the nature of such claims,defenses,set-offs or
<br /> cournerclaims. Grantor will be conclusively bound by any representation that Lender may make to ihe intended transferee with respect to these matters in
<br /> the event that Grantor fails to provide the requested statement in a iimely manner.
<br /> 16. DEFAULT. Grarrtor shall be in defauft under ihis Deed of Trust and the Trustee's power shall become operative in the event that Grantor,Borrower or
<br /> any guararrtor 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 covenant to Lender contained in this Deed of Trust or any other present or fulure
<br /> agreement;
<br /> (c) destroys,loses or damages ihe Property in any material respect or subjecis 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,bec:omes legally incompetent,is dissolved or terminated, becomes insolvent,makes an assignment for the beneftt of creditors,fails to pay
<br /> debts as lhey 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 /> (f) 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 decline in the value of the Property;or if Lender,in good faith,for any reason,believes
<br /> that the prospect of payment or pertomrance is impaired.
<br /> 17. RIGHTS OF LENDER ON DEFAULT. If there is a default un�er this Deed of Trust, Lender shall be entitled to exercise one or more of the foliowing
<br /> remedies without notice or demand(except as required by law):
<br />-. (a) to declare ihe Obligations irrmediately due and payable in full;
<br /> (b) to collect ihe outstanding Obligations with or without resorting to judicial process;
<br /> (c) to require Grantor to deliver and make available to Lender any personal property or Chattels constituting ihe Property at a place reasonably
<br /> convenient to Granlor and Lender;
<br /> (d) to enter upon and take possession of the Property wfthout applying for or obtaining the appointment of a receiver and, at Lender's option, to
<br /> appoint a receiver without bond, without flrst bringing suit on ihe Obligations and without otherwise meeting any statutory conditions regarding
<br /> receivers,ft being intended that Lender shall have this contractual right to appoint a receiver;
<br /> (e) to employ a managing agent 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 renis,incomes,issues and profits of the Property and apply ihe same,after payment of all necessary charges and expenses,on acxount of
<br /> the Obligations;
<br /> (f) to pay any sums in any form or manner deemed expedient by Lender to protect ihe security of this Deed of Trusl or to cure any default other than
<br /> payment of interest or principal on the Obligations;
<br /> (g) to foreclose this Deed of Trust judicially or nonjudicially and to direct the sale of ihe properly through exercise of the power of sale as referenced in
<br /> paragraph 20 hereof in acccordance with applicable law;
<br /> (h) to set-off Grantor's Obliga4ions against any amounts owed Grantor by Lender including, but not limited to, monies, instruments, and deposit
<br /> accouMs maintained with Lender or any currerrtly existing or future amliate of Lender;and
<br /> (i)to exercise all other rights available to Lender under any other written agreement or applicable law.
<br /> Lender's rights are cumulative and may be exercised 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 prejudgmern remedy in an aclion against Grantor, Grantor waives the posting of any bond which might
<br /> oihervvise 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 exercising the power of sale and of the sale,including 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,m�rtgages,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 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 ONi DEFAULT: If Lender elecls to sell Grantor's interest in the Property by exercise of the power of
<br /> sale herein contained,Lender shall notify Trustee in the manner ihen required by law.
<br /> Upon receipt of such notice of Lender and at the direction of Lender,Trustee shali cause to be recorded,published and delivered such notices of default
<br /> and notices of sale as may ihen be required by law 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 defauN and after notice of sale having been given as required by law,
<br /> sell the PropeAy at the time and place of sale fixed by it in such notice of sale,either as whole or in separate lots or parcels or items as Lender shall deem ;
<br /> expedient,and in such order as it may deterrrune,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 sufficient deed or deeds
<br /> conveying the property so sold, but without any covenant or warranty, express or irnplied. The recitals in such deed of any matters or facts shall be
<br /> conclusive proof of the truthfulness thereof. Any person,including,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 PropeAy.
<br /> 19. RE�UEST FOR NOTICES: Grantor requests ihat a copy of any notice of defaufl 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 Page 3 of 6 �
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