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<br />08.06.2008
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<br />200807161
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<br />File No. 16-471
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<br />deem necessary to protect the security hereof. In connection therewith (without limiting its
<br />general powers), Beneficiary shall have and is hereby given the right, but not the obligation: (i)
<br />to enter upon and take possession of the Mortgaged Property; (ii) to direct Trustor to terminate
<br />any management agent and to employ such management agent as Beneficiary may determine
<br />in its sole discretion; (iii) to make additions, alterations, repairs and improvements to the
<br />Mortgaged Property which it may consider necessary or proper to keep the Mortgaged Property
<br />in good condition and repair; (iv) to appear and participate in any action or proceeding affecting
<br />or which may affect the security hereof or the rights or powers of Beneficiary or Trustee; (v) to
<br />pay, purchase, contest or compromise any encumbrance, claim, charge, lien or debt which in
<br />the judgment of Beneficiary may affect or appears to affect the security of this Deed of Trust or
<br />be prior or superior hereto; and (vi) in exercising such powers, to pay necessary expenses,
<br />including employment of counselor other necessary or desirable consultants. Trustor shall
<br />immediately upon demand therefor by Beneficiary pay all costs and expenses incurred by
<br />Beneficiary in connection with the exercise by Beneficiary of the foregoing rights, including
<br />without limitation costs of evidence of title, court costs, appraisals, surveys and attorneys' fees.
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<br />Section 1.14. Survival of Warranties. Trustor shall fully and faithfully satisfy and
<br />perform the Secured Obligations. All representations, warranties and covenants of Trustor
<br />contained herein shall remain continuing obligations, warranties and representations of Trustor
<br />during any time when any portion of the Secured Obligations remain outstanding.
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<br />Section 1.15. Eminent Domain. Should the Mortgaged Property, or any part thereof or
<br />interest therein, be taken or damaged by reason of any public improvement or condemnation
<br />proceeding, or in any other manner ("Condemnation"), or should Trustor receive any notice or
<br />other information regarding such proceeding, Trustor shall give prompt written notice thereof to
<br />Beneficiary. Beneficiary may participate in any such Condemnation proceedings, and Trustor
<br />shall from time to time deliver to Beneficiary all instruments requested by Beneficiary to permit
<br />such participation. Trustor shall, at its expense, diligently prosecute any such proceedings and
<br />shall consult with Beneficiary and its attorneys and experts, and cooperate with them in the
<br />carrying on or defense of any such proceedings. All proceeds of Condemnation awards or
<br />proceeds of sale in lieu of Condemnation with respect to the Mortgaged Property and all
<br />judgments, decrees and awards for injury or damage to the Mortgaged Property or any part
<br />thereof or interest therein shall be paid to Beneficiary and shall be applied first to all costs and
<br />expenses incurred by Beneficiary in obtaining the proceeds. Provided no Event of Default has
<br />occurred hereunder and no event has occurred which, with the passage of time or the giving of
<br />notice, or both, would constitute an Event of Default, the balance of the proceeds, if any, shall
<br />be applied at the option of Beneficiary (i) toward altering, restoring or rebuilding the Mortgaged
<br />Property, or such portion thereof that may have been altered, damaged or destroyed, or (ii)
<br />against sums secured hereby in such order as Beneficiary may in its absolute discretion elect.
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<br />If Beneficiary elects not to apply all of the Condemnation proceeds for the restoration or
<br />repair of the Mortgaged Property, Trustor shall not be required to repair or restore that portion of
<br />the Mortgaged Property affected by Beneficiary's election and the failure to do so shall not
<br />constitute a breach by Trustor of its obligation to maintain the Mortgaged Property set forth in
<br />Section 1.04 hereof.
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<br />Trustor hereby assigns and transfers to Beneficiary, and agrees to execute such further
<br />assignments of, all such proceeds, judgments, decrees and awards as Beneficiary may request.
<br />Beneficiary is hereby authorized, in the name of Trustor, to execute and deliver valid
<br />acquittances for, and to appeal from, any such judgment, decree or award. Beneficiary shall not
<br />be, in any event or circumstance, liable or responsible for failure to collect or exercise diligence
<br />in the collection of any proceeds, judgments, decrees or awards.
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<br />Section 1.16. Additional Security. In the event Beneficiary at any time holds
<br />additional security for any of the Secured Obligations, it may enforce the sale thereof or
<br />otherwise realize upon the same, at its option, either before, concurrently with or after any sale
<br />is made hereunder.
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<br />Section 1.17. Additional Indebtedness. The Trustor shall not further encumber the
<br />Mortgaged Property or any portion thereof (including, without limitation, secured transactions
<br />under the UCC) without the prior written consent of Beneficiary.
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<br />Section 1.18. Successors and Assians. This Deed of Trust applies to, inures to the
<br />benefit of and binds all parties hereto, their heirs, legatees, devisees, administrators, executors,
<br />successors and assigns. The covenants and agreements of Trustor contained herein shall
<br />apply to and be binding upon any successor owner of the Mortgaged Property or any part
<br />thereof.
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<br />Deed of Trust, Security Agreement and Assignment of Rents, Page 9
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