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6 <br />200314370 <br />insurance from year to year at rates substantially similar to the rate at which Grantor had insured <br />the Premises, and pay the premium or premiums therefor, and Grantor shall pay to Beneficiary <br />on demand such premium or premiums so paid by Beneficiary with interest from the time of <br />payment at the Default Rate. <br />(e) If the Trust Property, or any part thereof, shall be destroyed or damaged and <br />the reasonably estimated cost thereof would exceed $1,000,000, Grantor shall give prompt notice <br />thereof to Beneficiary. All insurance proceeds paid or payable in connection with any damage or <br />casualty to the Real Estate shall be deemed proceeds from a Recovery Event and applied in the <br />manner specified in the Credit Agreement. <br />(f) In the event of foreclosure of this Deed of Trust or other transfer of title to the <br />Trust Property, all right, title and interest of Grantor in and to any insurance policies then in <br />force shall pass to the purchaser or grantee. <br />6. Restrictions on Liens and Encumbrances. Except for the lien of this Deed of Trust <br />and the Permitted Exceptions, Grantor shall not further Deed of Trust, nor otherwise encumber <br />the Trust Property nor create or suffer to exist any lien, charge or encumbrance on the Trust <br />Property, or any part thereof, whether superior or subordinate to the lien of this Deed of Trust <br />and whether recourse or non - recourse. <br />7. Due on Sale and Other Transfer Restrictions. Except as expressly permitted under <br />Section 7.5 of the Credit Agreement, Grantor shall not sell, transfer, convey or assign all or any <br />portion of, or any interest in, the Trust Property. <br />8. Condemnation/Eminent Domain. Promptly upon obtaining knowledge of the <br />institution of any proceedings for the condemnation of the Trust Property, or any material <br />portion thereof, Grantor will notify Beneficiary of the pendency of such proceedings. All awards <br />and proceeds relating to such condemnation shall be deemed proceeds from a Recovery Event <br />and applied in the manner specified in the Credit Agreement. <br />9. Leases. Except as expressly permitted under the Credit Agreement, Grantor shall not <br />(a) execute an assignment or pledge of any Lease relating to all or any portion of the Trust <br />Property other than in favor of Beneficiary, or (b) execute or permit to exist any Lease of any of <br />the Trust Property. <br />10. Further Assurances. To further assure Beneficiary's rights under this Deed of Trust, <br />Grantor agrees promptly upon demand of Beneficiary to do any act or execute any additional <br />documents (including, but not limited to, security agreements on any personalty included or to be <br />included in the Trust Property and a separate assignment of each Lease in recordable form) as <br />may be reasonably required by Beneficiary to confirm the lien of this Deed of Trust and all other <br />rights or benefits conferred on Beneficiary by this Deed of Trust. <br />11. Beneficiary's Right to Perform. If Grantor fails to perform any of the covenants or <br />agreements of Grantor, within the applicable grace period, if any, provided for in the Credit <br />Agreement, Beneficiary, without waiving or releasing Grantor from any obligation or default <br />under this Deed of Trust, may, at any time after 5 days' notice to Grantor (but shall be under no <br />obligation to) pay or perform the same, and the amount or cost thereof, with interest at the <br />Default Rate, shall immediately be due from Grantor to Beneficiary and the same shall be <br />053114 -1025- 08505- NY01.2330405.1 <br />