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<br />200901647
<br />
<br />Autumn Park Apartments
<br />
<br />MULTIFAMILY DEED OF TRUST,
<br />ASSIGNMENT OF RENTS AND
<br />SECURITY AGREEMENT
<br />
<br />THIS MULTIFAMILY DEED OF TRUST, ASSIGNMENT OF RENTS AND
<br />SECURITY AGREEMENT (the "Instrument") is dated as of the 27th day of February, 2009,
<br />among TIMM AUTUMN PARK, LLC, a limited liability company organized and existing
<br />under the laws of Nebraska, whose address is c/o M. Timm Development, Inc., 233 East Carrillo
<br />Street, Suite D, Santa Barbara, California 93101, as grantor ("Borrower"), to FIRST
<br />AMERICAN TITLE INSURANCE COMPANY, as trustee ("Trustee"), for the benefit of
<br />KEYCORP REAL ESTATE CAPITAL MARKETS, INC., a corporation organized and
<br />existing under the laws of Ohio, whose address is 127 Public Square, Cleveland, Ohio 44114, as
<br />beneficiary ("Lender").
<br />
<br />Borrower, in consideration of the Indebtedness and the trust created by this Instrument,
<br />irrevocably grants, conveys and assigns to Trustee, in trust, with power of sale, the Mortgaged
<br />Property, including the Land located in the County of Hall, State of Nebraska and described in
<br />Exhibit A attached to this Instrument.
<br />
<br />TO SECURE TO LENDER the repayment of the Indebtedness evidenced by Borrower's
<br />Multifamily Note payable to Lender dated as of the date of this Instrument, and maturing on
<br />March 1, 2019, in the principal amount of $6,000,000.00, and all renewals, extensions and
<br />modifications of the Indebtedness, and the performance of the covenants and agreements of
<br />Borrower contained in the Loan Documents.
<br />
<br />Borrower represents and warrants that Borrower is lawfully seized of the Mortgaged
<br />Property and has the right, power and authority to mortgage, grant, convey and assign the
<br />Mortgaged Property, and that the Mortgaged Property is unencumbered. Borrower covenants
<br />that Borrower will warrant and defend generally the title to the Mortgaged Property against all
<br />claims and demands, subject to any easements and restrictions listed in a schedule of exceptions
<br />to coverage in any title insurance policy issued to Lender contemporaneously with the execution
<br />and recordation of this Instrument and insuring Lender's interest in the Mortgaged Property.
<br />
<br />Covenants. Borrower and Lender covenant and agree as follows:
<br />
<br />1. DEFINITIONS. The following terms, when used in this Instrument (including
<br />when used in the above recitals), shall have the following meanings:
<br />
<br />(a) "Borrower" means all persons or entities identified as "Borrower" in the first
<br />paragraph of this Instrument, together with their successors and assigns.
<br />
<br />(b) "Collateral Agreement" means any separate agreement between Borrower and
<br />Lender for the purpose of establishing replacement reserves for the Mortgaged Property,
<br />establishing a fund to assure completion of repairs or improvements specified in that agreement,
<br />or assuring reduction of the outstanding principal balance of the Indebtedness if the occupancy of
<br />or income from the Mortgaged Property does not increase to a level specified in that agreement,
<br />or any other agreement or agreements between Borrower and Lender which provide for the
<br />establishment of any other fund, reserve or account.
<br />FANNIE MAE MULTIFAMILY SECURITY INSTRUMENT - Form 4028 11/01 Page I
<br />NEBRASKA
<br />
<br />@ 1997-2001 Fannie Mae
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