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200602198 ARTICLE IV SECURITY AGREEMENT Section 4.01. Creation of Security Interest. With respect to any portion of the Mortgaged Estate which constitutes personal property, fixtures or other property (including all property acquired with the proceeds of the Bonds) governed by the UCC, this Deed of Trust shall constitute a security agreement between the Grantor as the debtor and the Beneficiary as the secured party, and the Grantor hereby grants to the Beneficiary a security interest in such portion of the Mortgaged Estate (such portion being the "Personal Property "). Cumulative of all other rights of the Beneficiary hereunder, the Beneficiary shall have all of the rights conferred upon secured parties by the UCC. The Grantor will execute and deliver to the Beneficiary all financing statements that may from time to time be required by the Beneficiary to establish and maintain the validity and priority of the security interest of the Beneficiary, or any modification thereof, and all costs and expenses of any searches required by the Beneficiary. The Beneficiary may exercise any or all of the remedies of a secured party available to it under the UCC with respect to such property, and it is expressly agreed that if upon an Event of Default the Beneficiary should proceed to dispose of such property in accordance with the provisions of the UCC, 10 days' notice by the Beneficiary to the Grantor shall be deemed to be reasonable notice under any provision of the UCC requiring such notice; provided, however, that the Beneficiary may at its option dispose of such property in accordance with the Beneficiary's rights and remedies with respect to the real property pursuant to the provisions hereof, in lieu of proceeding under the UCC. The Grantor shall give advance notice in writing to the Beneficiary of any proposed change in the Grantor's name, identity, state of organization or business form or structure and will execute and deliver to the Beneficiary, prior to or concurrently with the occurrence of any such change, all additional financing statements that the Beneficiary may reasonably require to establish and maintain the validity and priority of the Beneficiary's security interest with respect to any of the Mortgaged Estate described or referred to herein. Some of the items of the Mortgaged Estate described herein are goods that are or are to become fixtures related to the Real Property, and it is intended that as to those goods, this Deed of Trust shall be effective as a financing statement filed as a fixture filing from the date of its filing for record in the real estate records of the county in which the Mortgaged Estate is situated. Information concerning the security interest created by this instrument may be obtained from the Beneficiary, as secured party, at the address of the Beneficiary stated in Section 6.04 hereof. The mailing address of the Grantor, as debtor, is as stated in Section 6.04 hereof. Section 4.02. Warranties; Representations and Covenants of the Grantor. The Grantor hereby warrants, represents and covenants, with respect to the Personal Property, as follows: (a) except for the security interest granted hereby, the Grantor is, and as to any of the Personal Property to be acquired after the date hereof will be, the sole owner of the Personal Property, free from any adverse lien, security interest, encumbrance or adverse claims thereon of any kind whatsoever except for purchase money liens and Permitted Encumbrances as defined in the Loan Agreement. The Grantor will notify the Beneficiary of, and will defend the Personal Property against, all prohibited claims and demands of all persons at any time claiming the same or any interest therein; (b) the Grantor will not lease, sell, convey or in any manner transfer the Personal Property (except Personal Property transferred in the ordinary course of business and replaced by Personal Property of a similar nature and having at least the same value as the Personal Property replaced, and except for Permitted Encumbrances as defined in the Loan Agreement) without the prior written consent of the Beneficiary; -13-