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200709869 Section 1.15. Restrictions Affecting Title. The Grantor shall perform when due all obligations required to be performed by the Grantor by the provisions of any agreement affecting title to the Encumbered Property. Section 1.16. Further Assurances. The Grantor shall take all action and do all things which it is authorized by law to take and do, and cooperate with the BenefIciary as the Beneficiary deems necessary or desirable, to insure the release of all encumbrances against the Encumbered Property, except Permitted Encumbrances as defIned in the Indenture, existing prior to the date hereof. So long as any Secured Obligation shall remain unpaid, the Grantor shall execute, acknowledge, where appropriate, and deliver from time to time promptly at the request of the BenefIciary all such instruments and documents as in the opinion of the Beneficiary are necessary or desirable to preserve the lien created hereby. If Grantor shall fail or refuse to execute, acknowledge, where appropriate, and deliver such instruments and documents to preserve the first priority lien created hereby within 10 Business Days following a written request by Beneficiary, Grantor irrevocably constitutes and appoints Beneficiary as its attorney-in-fact to execute and deliver such instruments, it being stipulated that such power of attorney is coupled with an interest and is irrevocable and binding. Section 1.17. Notification of Event of Default Under Deed of Trust. The Grantor agrees to notify the Beneficiary immediately in writing of any default by the Grantor in the performance or observance of any covenant, agreement, representation, warranty or obligation of the Grantor set forth herein. The Grantor shall also notify the Beneficiary in writing of any event or condition which with the lapse of time or the giving of notice would constitute an Event of Default. Section 1.18. Liabilities; Compliance With Other Instruments. The Grantor has no liabilities constituting a lien, or which with notice or the passage of time would constitute a lien, against the Encumbered Property except those hereunder (including the Permitted Title Encumbrances) and those otherwise contemplated or permitted hereby and the other Financing Documents, none of which are delinquent. The Grantor is not in default (I) in the payment of any taxes levied or assessed against it or its assets, (2) under any applicable statute, rule, order or regulation of any governmental authority, (3) hereunder or any of the other Financing Documents to which it is a party or (4) under any other agreement to which it is a party or by which it or any of its properties are bound. Neither the execution and delivery hereof or any of the other Financing Documents to which the Grantor is a party, nor the consummation of the transactions herein or therein contemplated nor compliance with the terms and provisions hereof or thereof, conflicts with or results or will result in a breach of any of the terms, conditions or provisions of the organizational documents of the Grantor, any law, order, rule, regulation, writ, injunction or decree of any court or governmental authority, or any agreement or instrument to which the Grantor is a party or by which it or any of its properties are bound, or constitutes or will constitute a default thereunder, or result or will result in the creation or imposition of any lien of any nature whatsoever upon any of its property or assets pursuant to the terms of any such agreement or instrument except the liens created or permitted by the Financing Documents to which it is a party. Section 1.19. Enforceability. This Deed of Trust and each of the other Financing Documents to which the Grantor is a party have been duly executed and delivered by the Grantor and constitute valid and binding obligations of the Grantor enforceable in accordance with their respective terms, except as the enforceability (but not the validity thereof) may be limited by bankruptcy, insolvency, reorganization, moratorium and other similar laws affecting the enforcement of creditors' rights generally. Section 1.20. Pending Litigation. Therc are no proceedings pending or, to the knowledge of the Grantor threatened, against or affecting the Grantor in any court or before any governmental authority or arbitration board or tribunal which if adversely determined would materially and adversely affect the -7-