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200703727 <br />PRIORITY OF ADVANCES <br />The lien of this Deed of Trust will attach on the date this Deed of Trust is recorded. The indebtedness evidenced by the Credit <br />Documents is a revolving indebtedness. The Credit Documents provide that amounts may be advanced, repaid and readvanced from <br />time to time in accordance with the terms and provisions of the Agreement. Accordingly, the aggregate advances during the term of <br />the Credit Documents may exceed the Credit Limit. However, the Total Balance Outstanding less FINANCE CHARGES at any time <br />(the "Earning Balance Outstanding ") shall never exceed the Credit Limit, except for advances made to protect the lien of this Deed <br />of Trust. We agree that the lien and security title of this Deed of Trust shall not be deemed released or extinguished by operation of <br />law or implied intent of the parties if the Total Balance Outstanding is zero as of the date of this Deed of Trust or is from time to time <br />reduced to zero by payments made to LENDER. <br />REPRESENTATIONS AND DUTIES <br />We promise that, except for Permitted Liens: (a) we own the Property; (b) we have the right to grant and convey the Property to <br />Trustee; and (c) there are no outstanding claims or charges against the Property. The term "Permitted Lien" means (x) any mortgage, <br />deed to secure debt or deed of trust ( "security instrument ") disclosed to LENDER by any Signer in applying for the Account, to the <br />extent that the amount secured by such security instrument does not exceed the amount disclosed on such application; and (y) any <br />liens, claims and restrictions of record that do not individually or collectively have a material adverse impact upon LENDER's <br />security, the value of the Property or the Property's current use. <br />Each of us gives a general warranty of title to LENDER. This means that each of us will be fully responsible for any losses <br />which LENDER suffers because anyone but us has rights in the Property other than Permitted Liens, We promise that we will defend <br />our ownership of the Property against any claims of such right, <br />We will neither take nor permit any action to partition, subdivide or change the condition of title to all or any part of <br />the Property. We will not amend any Permitted Lien without LENDER's prior written consent. <br />CERTAIN PROVISIONS OF THE AGREEMENT <br />We understand that LENDER may, under certain circumstances set forth in the Agreement, cancel its obligation to <br />make future advances and /or require repayment at once of the Total Balance Outstanding. LENDER may change the terms of <br />the Agreement, including terms relating to FINANCE CHARGES, as provided in the Agreement, without impairing its rights <br />under this Deed of Trust. <br />Under the Agreement, FINANCE CHARGES are based on the "prime rate" published in The Wall Street Journal or in certain <br />circumstances the "prime rate" published in The New York Times or a similar index selected by LENDER. The rate of FINANCE <br />CHARGES changes on a daily basis as the index or the amount outstanding under the Agreement increases or decreases. We <br />understand that Borrower will not receive advance notice of such changes. <br />PROMISES AND AGREEMENTS <br />We agree with LENDER as follows: <br />1. TIMELY PAYMENT. Borrower shall pay when due all sums owed LENDER under the Credit Documents. <br />2. APPLICATION OF PAYMENTS. All payments shall be applied by LENDER as set forth in the Agreement. <br />3. MORTGAGES AND DEEDS OF TRUST; CHARGES; LIENS. We shall make payments when due and perform all our <br />obligations under any mortgage, deed of trust or other security agreement on the Property. <br />We shall pay or cause to be paid when due all loans, taxes, assessments, charges, fines, impositions and rents of any kind <br />relating to the Property ( "Assessments "). Receipts evidencing such payments shall be delivered to LENDER upon its request. Except <br />for Permitted Liens, we shall not allow any encumbrance, charge or lien on the Property to become prior to this Deed of Trust. <br />4. HAZARD INSURANCE; CONDEMNATION. <br />(a) We shall, at our cost, keep all improvements on the Property insured against loss caused by hazards included <br />in the term "extended coverage" or by other hazards LENDER may reasonably specify. Hazard insurance shall be in an amount equal <br />to the lesser of (i) the full replacement cost of the building that is part of the Property or (ii) the amount of this Deed of Trust plus the <br />total amount of all Permitted Liens; but never less than the amount necessary to satisfy any coinsurance requirement contained in the <br />insurance policy. <br />All insurance policies and renewals must be in form acceptable to LENDER and must include a standard mortgagee clause in <br />favor of LENDER. LENDER shall have the right to hold the policies and renewals, subject to the terms of any Permitted Liens. If <br />we pay the premiums directly, we shall provide LENDER with all renewal notices and, if requested by LENDER, all receipts for <br />premiums, If policies and renewals are held by any other person, we shall supply copies of them to LENDER within ten calendar days <br />after they are issued. <br />In the event of loss, we shall give prompt notice to the insurance company and LENDER. LENDER may file a proof of <br />loss if we fail to do so promptly. <br />Ma <br />Initial_ <br />