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<br />200700124
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<br />or obsolete, provided that such personal property is replaced with other personal property at least equal in value to the
<br />replaced personal property, free from any title retention device, security agreement or other encumbrance. Such
<br />replacement of personal property will be deemed subject to the security interest created by this Deed of Trust. Trustor shall
<br />not partition or subdivide the Property without Beneficiary's prior .written consent. Benefi~iary ~r Beneficiary's agents
<br />may at Beneficiary's option, enter the Property at any reasonable time for the purpose of mspecnng the Property. Any
<br />insp~tion of the Property shall be entirely for Beneficiary's benefit and Trustor will in no way rely on BeneficiarY's
<br />inspection.
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<br />13. AUTHORITY TO PERFORM. If Trustor fails to perform any of Trustor's duties under this Deed of Trust, or any other
<br />mortgage, deed of trust, security agreement or other lien document that has priority .over this D~ed of Trust, B~neficiary
<br />may, without notice, perform the duties or cause them to be performed. Trustor appomts BenefiCiary as ~ttorney ~ fact to
<br />sign Trustor's name or pay any amount necessary for performance. If any construction on the Prop~rty ~s disco~t~ued or
<br />not carried on in a reasonable manner, Beneficiary may do whatever is necessary to protect BenefiCiary s secunty mterest
<br />in the Property. This may include completing the construction.
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<br />Beneficiary's right to perform for Trustor shall not create an obligation to perform, and Beneficiary's failure to perform
<br />will not preclude Beneficiary from exercising any of Beneficiary's other rights under the law or this Deed of Trust. Any
<br />amounts paid by Beneficiary for insuring, preserving or otherwise protecting the Property and Beneficiary's security
<br />interest will be due on demand and will bear interest from the date of the payment until paid in full at the interest rate in
<br />effect from time to time according to the terms of the Evidence of Debt.
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<br />14. ASSIGNMENT OF LEASES AND RENTS. Trustor irrevocably grants, conveys and sells as additional security all the
<br />right, title and interest in and to any and all:
<br />A. Existing or future leases, subleases, licenses, guaranties and any other written or verbal agreements for the use and
<br />occupancy of any portion of the Property, including any extensions, renewals, modifications or substitutions of such
<br />agreements (all referred to as "Leases ").
<br />B. Rents, issues and profits (all referred to as "Rents"), including but not limited to security deposits, minimum rent,
<br />percentage rent, additional rent, common area maintenance charges, parking charges, real estate taxes, oilier
<br />applicable taxes, insurance premium contributions, liquidated damages following default, cancellation premiUlUS,
<br />"10ss of rents" insurance, revenues, royalties, proceeds, bonuses, and all rights and claims which Trustor may have
<br />that in any way pertains to or is on account of the use or occupancy of the whole or any part of the Property.
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<br />Trustor will promptly provide Beneficiary with true and correct copies of all existing and future Leases. Trustor may
<br />collect, receive, enjoy and use ilie Rents so long as Trustor is not in default. Trustor will not collect in advance any Rents
<br />due in future lease periods, unless Trustor first obtains Beneficiary's written consent. Upon default, Trustor will receive
<br />any Rents in trust for Beneficiary and Trustor will not commingle ilie Rents wiili any oilier funds. Any amounts collected
<br />shall be applied at Beneficiary's discretion to payments on ilie Secured Debt as therein provided, to costs of managing the
<br />Property, including, but not limited to, all taxes, assessments, insuranee premiums, repairs, and commissions to rental
<br />agents, and to any other necessary related expenses including Beneficiary's attorneys' fees, paralegal fees and court costs.
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<br />Trustor acknowledges that this assignment is perfected upon the recording of this Deed of Trust and iliat Beneficiary is
<br />entitled to notify any of Trustor's tenants to make payment of rents due or to become due to Beneficiary. However,
<br />Beneficiary agrees that only on default will Beneficiary notify Trustor and Trustor's tenants and make demand that all
<br />future Rents be paid directly to Beneficiary. On receiving ilie notice of default, Trustor will endorse and deliver to
<br />Beneficiary any payments of Rent in Trustor's possession.
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<br />Trustor covenants that no default exists under the Leases or any applicable landlord law. Trustor also covenants and agrees
<br />to maintain, and to require ilie tenants to comply wiili, ilie Leases and any applicable law. Trustor will promptly notify
<br />Beneficiary of any noncompliance. If Trustor neglects or refuses to enforce compliance with the terms of the Leases, then
<br />Beneficiliry may, at Beneficiary's option, enforce compliance. Trustor will obtain Beneficiary's written auiliorization
<br />before Trustor consents to sublet, modify, cancel, or otherwise alter ilie Leases, to accept ilie surrender of ilie Property
<br />covered by such Leases (unless the Leases so require), or to assign, compromise or encumber the Leases or any future
<br />Rents. Trustor will hold Beneficiary harmless and indemnify Beneficiary for any and all liability, loss or damage that
<br />Beneficiary may incur as a consequence of the assignment under this section.
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<br />15. CONDOMINIUMS; PLANNED UNIT DEVELOPMENTS. If ilie Property includes a unit in a condominium or a
<br />planned unit development, Trustor will perform all of Trustor's duties under the covenants, by-laws, or regulations of the
<br />condominium or planned unit development.
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<br />16. DEF AUL T. Trustor will be in default if any of the following occur:
<br />A. Any party obligated on the Secured Debt fails to make payment when due;
<br />B. A breach of any term or covenant in this Deed of Trust, any prior mortgage or any construction loan agreement,
<br />security agreement or any other document evidencing, guarantying, securing or otherwise relating to ilie Secured
<br />Debt;
<br />C. The making or furnishing of any verbal or written representation, statement or warranty to Beneficiary that is false
<br />or incorrect in any material respect by Trustor or any person or entity obligated on ilie Secured Debt;
<br />D. The deaili, dissolution, appointment of a receiver for, or application of any debtor relief law to, Trustor or any
<br />person or entity obligated on the Secured Debt;
<br />E. A good faith belief by Beneficiary at any time that Beneficiary is insecure wiili respect to any person or entity
<br />obligated on the Secured Debt or that ilie prospect of any payment is impaired or ilie Property is impaired;
<br />F. A material adverse change in Trustor's business including ownership, management, and financial conditions, which
<br />Beneficiary in its opinion believes impairs the value of the Property or repayment of ilie Secured Debt; or
<br />G. Any loan proceeds are used for a purpose that will contribute to excessive erosion of highly erodible land or to the
<br />conversion of wetlands to produce an agricultural commodity, as further explained in 7 C.F.R. Part 1940, Subpart
<br />G, Exhibit M.
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<br />17. REMEl)IES ON DEFAULT. In some instances, federal and state law will require Beneficiary to provide Trustor with
<br />notice of ilie right to cure, mediation notices or other notices and may establish time schedules for foreclosure actions.
<br />Subject to iliese limitations, if any, Beneficiary may accelerate the Secured Debt and foreclose this Deed of Trust in a
<br />manner provided by law if this Trustor is in default.
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<br />~(i)1993 Baok<<s Systems,loe.. St. Cloud, MN form AO/CQ.OT-NE 1/30/2002
<br />~.C164INE) 103071
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<br />C-07-01-0000BO
<br />'J!"1 ('q JJJ~\6
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