|
<br />200709869
<br />
<br />ARTICLE I
<br />REPRESENTATIONS, WARRANTIES, COVENANTS
<br />AND AGREEMENTS OF THE GRANTOR
<br />
<br />The Grantor hereby represents, warrants, covenants and agrees:
<br />
<br />Section 1.01. Payment and Performance of Secured Obligations. The Grantor hereby grants
<br />this Deed of Trust to secure the payment and performance when due of the Secured Obligations. The
<br />Grantor shall faithfully perform at all times any and all covenants, undertakings, stipulations and
<br />provisions contained in the Financing Documents.
<br />
<br />Section 1.02. Title of Grantor. The Grantor has full right, power and authority to execute and
<br />deliver this Deed of Trust and to make the conveyances, and grant the interests and security contemplated
<br />hereby, has, in its own right, good, marketable and indefeasible title in fee simple to the Encumbered
<br />Property, subject to the leasehold estate created by the Agreement, and warrants and will defend title to
<br />the Encumbered Property (including said leasehold estate) against the lawful claims of all persons, subject
<br />only to the matters set forth as exceptions in the loan policy of title insurance to be provided to the
<br />Benetlciary in connection herewith (the "Permitted Title Encumbrances").
<br />
<br />Section 1.03. Maintenance; Repair; Alterations. The Grantor shall keep, maintain, operate,
<br />repair and alter the Encumbered Property in accordance with the terms of the Financing Documents.
<br />
<br />Section 1.04. Insurance. The Grantor shall provide, maintain and keep at all times in force
<br />those policies of insurance required in the Financing Documents, and all proceeds of insurance will be
<br />held and disbursed in accordance with the terms of the Financing Documents.
<br />
<br />Section 1.05. Assignment of Policies Upon Foreclosure. In the event of the foreclosure or
<br />other transfer of title to all or any part of or interest in the Encumbered Property, by nonjudicial
<br />foreclosure sale or deed in lieu of foreclosure, the purchaser of the Encumbered Property, or such part
<br />thereot: shall succeed to all of Grantor's rights, including any rights to unexpired insurance and unearned
<br />or returnable premiums, in and to all insurance policies required by Section 1.04 above, subject to
<br />limitations on assignment of blanket policies, and limited to such rights as relate to all or part of the
<br />Encumbered Property. If the Beneficiary acquires title to the Encumbered Property, or any part thereof: in
<br />any manner, it shall thereupon (as between the Grantor and the Benetlciary) become the sole and absolute
<br />owner of the insurance policies, and all proceeds payable thereunder with respect to all or any part of the
<br />Encumbered Property, with the sole right to collect and retain all unearned or returnable premiums with
<br />respect to all or any part of the Encumbered Property.
<br />
<br />Section 1.06. Expenses; Indemnification; Waiver of Offset.
<br />
<br />(a) The Grantor shall payor reimburse the Beneficiary and the Deed Trustee for all
<br />reasonable expenses incurred by the Beneficiary or the Deed Trustee before and after the date hereof with
<br />respect to any and all transactions contemplated hereby including, without limitation, the preparation of
<br />any document reasonably required hereunder or any amendment, modification, restatement or supplement
<br />hereto, the delivery of any consent, non-disturbance agreement or similar document in connection
<br />herewith or the enforcement of any of the Beneficiary's or the Deed Trustee's rights. Such expenses shall
<br />include, without limitation, all reasonable title and conveyancing charges, recording and filing fees and
<br />taxes, mortgage taxes, intangible personal property taxes, escrow fees, revenue and tax stamp expenses,
<br />insurance premiums (including title insurance premiums), title search and title rundown charges,
<br />brokerage commissions, tlnders' fees, placement fees, court costs, surveyors', photographers',
<br />
<br />-4-
<br />
|