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2 OVOID f5
<br />15. TAXES AND ASSESSMENTS. Grantor shall pay all taxes and assessments relating to the Property when due and immediately provide Lender
<br />evidence-of payment of same. Upon the request of Lender, Grantor shall deposit with Lender each month one-twelfth (1/12) of the estimated annual
<br />insurance premium, taxes and assessments pertaining to the Property. So long as there is no default, these amounts shall be applied to the payment
<br />of taxes, assessments and insurance as required on the Property. In the event of default, Lender shall have the right, at its sole option, to apply the
<br />funds so held to pay any taxes or against the Obligations. Any funds applied may, at Lender's option, be applied In reverse order of the due date
<br />thereof.
<br />16. INSPECTION OF PROPERTY, BOOKS, RECORDS AND REPORTS. Grantor shall allow Lender or its agents to examine and inspect the
<br />Property and examine, inspect and make copies of Grantor's books and records pertaining to the Property from time to time. Grantor shall provide
<br />any assistance required by Lender for these purposes. All of the signatures and information contained in Grantor's books and records shall be
<br />genuine, true, accurate and complete in all respects. Grantor shall note the existence of Lender's beneficial interest in its books and records
<br />pertaining to the Property, Additionally, Grantor shall report, in a form satisfactory to Lender, such information as Lender may request regarding
<br />Grantor's financial condition or the Property. The information shall be for such periods, shall reflect Grantor's records at such time, and shall be
<br />rendered with such frequency as Lender may designate. All Inforrnatlon furnished by Grantor to Lender shall be true, accurate and complete in all
<br />respects, and signed by Grantor if Lender requests.
<br />17. ESTOPPEL CERTIFICATES. Within ten (10) days after any request by Lender, Grantor shall deliver to Lender, or any intended transferee of
<br />Lenders rights with respect to the Obligations, a signed and acknowledged statement specifying (a) the outstanding balance on the Obligations; and
<br />(b) whether Grantor possesses any claims, defenses, set -offs or counterclaims with respect to the Obligations and, if so, the nature of such claims,
<br />defenses, set -offs or counterclaims. Grantor will be conclusively bound by any representation that Lender may make to the intended transferee with
<br />respect to these matters in the event that Grantor fails to provide the requested statement in a timely manner.
<br />18. EVENTS OF DEFAULT. An Event of Default shall occur under this Deed of Trust and the Trustee's power shall become operative in the event that
<br />Grantor, Borrower or any guarantor of the Obligations:
<br />(a) fails to pay any Obligation to Lender when due;
<br />(b) fails to periorm any Obligation or breaches any warranty or covenant to Lender contained in this Deed of Trust or any other present or future
<br />agreement;
<br />(c) destroys, loses or damages the Property in any material respect or subjects the Property to seizure, confiscation, or condemnation;
<br />(d) seeks to revoke, terminate or otherwise limit its liability under any guaranty to Lender;
<br />(e) dies, becomes legally incompetent, Is dissolved or terminated, becomes insolvent, makes an assignment for the benefit of creditors, fails to
<br />pay debts as they become due, files a petition under the federal bankruptcy laws, has an involuntary petition in bankruptcy filed in which Grantor,
<br />Borrower or any guarantor is named, or has property taken under any writ or process of court;
<br />(f) allows goods to be used, transported or stored on the Property, the possession, transportation, or use of which, is illegal;
<br />(g) allows any party other than Grantor or Borrower to assume or undertake any Obligation without the written consent of Lender; or
<br />(h) causes Lender to deem itself Insecure due to a significant decline In the value of the Property; or if Lender, in good faith, for any reason,
<br />believes that the prospect of payment or performance is impaired.
<br />19. RIGHTS OF LENDER ON EVENT OF DEFAULT. Upon the occurrence of an Event of Default under this Deed of Trust, Lender shall be entitled to
<br />exercise one or more of the following remedies without notice or demand (except as required by law):
<br />(a) to declare the Obligations Immediately due and payable in full, such acceleration shall be automatic and immediate if the Event of Default is
<br />a filing under the Bankruptcy Code;
<br />(b) to collect the outstanding Obligations with or without resorting to judicial process;
<br />(c) to require Grantor to deliver and make available to Lender any personal property or Chattels constituting the Property at a place reasonably
<br />convenient to Grantor and Lender;
<br />(d) to enter upon and take possession of the Property without applying for or obtaining the appointment of a receiver and, at Lender's option, to
<br />appoint a receiver without bond, without first bringing suit on the Obligations and without otherwise meeting any statutory conditions regarding
<br />receivers, it being intended that Lender shall have this contractual right to appoint a receiver;
<br />(e) to employ a managing agent of the Property and let the same, either in Trustee's own name, in the name of Lender or in the name of
<br />Grantor, and receive the rents, Incomes, issues and profits of the Property and apply the same, after payment of all necessary charges and
<br />expenses, on account of the Obligations;
<br />(f) to pay any sums In any form or manner deemed expedient by Lender to protect the security of this Deed of Trust or to cure any default other
<br />than payment of interest or principal on the Obligations;
<br />(g) to foreclose this Deed of Trust judicially or nonjudicially and to direct the sale of the property through exercise of the power of sale as
<br />referenced in paragraph 20, herein, in accordance with applicable law;
<br />(h) to set -off Grantor's Obligations against any amounts owed Grantor by Lender including, but not limited to, monies, instruments, and deposit
<br />accounts maintained with Lender or any currently existing or future affiliate of Lender; and
<br />(i) to exercise all other rights available to Lender under any other written agreement or applicable law.
<br />Lender's rights are cumulative and may be exercised together, separately, and In any order. In the event that Lender institutes an action seeking
<br />the recovery of any of the Property by way of a prejudgment remedy in an action against Grantor, Grantor waives the posting of any bond which
<br />might otherwise be required. Lender or Lender's designee may purchase the Property at any sale. Proceeds of any Trustee's sale hereunder
<br />shall be applied first, to the costs and expenses of exercising the power of sale and of the sale, including the payment of the Trustee's fees
<br />actually incurred and not to exceed the amount which may be provided for in this Deed of Trust, second, to payment of the Obligations secured
<br />hereby, third, to the payment of junior trust deeds, mortgages, or other lienholders, and the balance, if any, to the person or persons legally
<br />entitled thereto. The Property or any part thereof may be sold In one parcel, or in such parcels, manner or order as Lender in Its sole discretion
<br />may elect, and one or more exercises of the power herein granted shall not extinguish or exhaust the power unless the entire Property is sold or
<br />the obligations are paid in full.
<br />20. TRUSTEE'S EXERCISE OF POWER OF SALE ON DEFAULT. Upon default by Borrower in payment of any Obligations secured hereby, Lender
<br />may declare all sums, secured hereby, immediately due and payable and shall cause to be filed of record a written notice of default and election to
<br />sell the Property. After the lapse of such time as then may be required by law following recordation of such notice of default, and notice of sale
<br />having been given as then required by law, Trustee, without demand on Grantor, shall sell such Property, either as a whole or in separate parcels, and
<br />in such order as it or Lender may determine, at public auction to the highest bidder. Trustee may postpone the sale of all or any portion of the
<br />Property by public announcement at the time and place of sale, and from time to time thereafter may postpone the sale by public announcement at
<br />the time and place fixed by the preceding postponement. Trustee shall deliver to such purchaser its deed conveying the property, or portion thereof,
<br />so sold, but without any covenant or warranty, express or Implied. The recitals In such deed of any matters of fact or otherwise, shall be conclusive
<br />proof of the truthfulness thereof. Any person, including Grantor, Trustee or Lender, may purchase at such sale.
<br />21. REQUEST FOR NOTICES. Grantor requests that a copy of any notice of default and a copy of any notice of sale hereunder be mailed to each
<br />person who Is a party hereto, at the address of such person set forth herein at the same time and in the same manner required as though a separate
<br />request thereof had been filed by each such person.
<br />22. SECURITY INTEREST UNDER THE UNIFORM COMMERCIAL CODE. This Deed of Trust shall be considered a financing statement and a
<br />fixture filing pursuant to the provisions of the Uniform Commercial Code (as adopted in the state where the Property is located) covering fixtures,
<br />chattels, and articles of personal property now owned or hereafter attached to or to be used in connection with the Property together with any and all
<br />replacements thereof and additions thereto (the "Chattels "), and Grantor hereby grants Lender a security interest in such Chattels. The debtor is the
<br />Grantor described above. The secured party is the Lender described above. Upon demand, Grantor shall make, execute and deliver such security
<br />agreements (as such term Is defined in said Uniform Commercial Code) as Lender at any time may deem necessary or proper or required to grant to
<br />Lender a perfected security interest in the Chattels, and upon Grantors failure to do so, Lender is authorized to sign any such agreement as the agent
<br />of Grantor. Grantor hereby authorizes Lender to file financing statements (as such term is defined in said Uniform Commercial Code) with respect to
<br />the Chattels, at any time, without the signature of Grantor. Grantor will, however, at any time upon request of Lender, sign such financing statements.
<br />Grantor will pay all filing fees for the filing of such financing statements and for the refiling thereof at the times required, in the opinion of Lender, by
<br />said Uniform Commercial Code. If the lien of this Deed of Trust is subject to any security agreement covering the Chattels, then in the event of any
<br />default under this Deed of Trust, all the right, title and interest of Grantor In and to any and all of the Chattels is hereby assigned to Lender, together
<br />with the benefit of any deposits or payments now or hereafter made thereof by Grantor or the predecessors or successors in title of Grantor in the
<br />Property.
<br />23. REIMBURSEMENT OF AMOUNTS EXPENDED BY LENDER. Lender, at Lender's option, may expend funds (Including attorneys' fees and legal
<br />expenses) to perform any act required to be taken by Grantor or to exercise any right or remedy of Lender under this Deed of Trust. Upon demand,
<br />Grantor shall immediately reimburse Lender for all such amounts expended by Lender together with interest thereon at the lower of the highest rate
<br />described in any Obligation or the highest rate allowed by law from the date of payment until the date of reimbursement. These sums shall be
<br />included in the definition of Obligations herein and shall be secured by the beneficial interest granted herein. If the Obligations are paid after the
<br />beginning of publication of notice of sale, as herein provided, or in the event Lender shall, at its sole option, permit Grantor to pay any part of the
<br />Obligations after the beginning of publication of notice of sale, as herein provided, then, Grantor shall pay on demand all expenses incurred by the
<br />Trustee and Lender in connection with said publication, Including reasonable attorneys' fees to the attorneys for the Trustee and for the Lender, and a
<br />reasonable fee to the Trustee, and this Deed of Trust shall be security for all such expenses and fees.
<br />24. APPLICATION OF PAYMENTS. All payments made by or on behalf of Grantor may be applied against the amounts paid by Lender (including
<br />attorneys' fees and legal expenses) in connection with the exercise of its rights or remedies described in this Deed of Trust and then to the payment
<br />of the remaining Obligations in whatever order Lender chooses.
<br />25. POWER OF ATTORNEY. Grantor hereby appoints Lender as its attomey -in -fact to endorse Grantor's name on all instruments and other
<br />documents pertaining to the Obligations or Deed of Trust. In addition, Lender shall be entitled, but not required, to perform any action or execute any
<br />document required to be taken or executed by Grantor under this Deed of Trust. Lenders performance of such action or execution of such
<br />documents shall not relieve Grantor from any Obligation or cure any default under this Deed of Trust. All powers of attorney described in this Deed of
<br />Trust are coupled with an interest and are irrevocable.
<br />26. SUBROGATION OF LENDER. Lender shall be subrogated to the rights of the holder of any previous lien, security interest or encumbrance
<br />discharged with funds advanced by Lender regardless of whether these liens, security Interests or other encumbrances have been released of record.
<br />LPNE511C p John H, Harland Co, (9110/98) (800) 937.3799 Page $ of 5
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