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<br />200902576
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<br />Trustor (the "Loan") and Trustor has executed and delivered to Beneficiary that certain Promissory Note
<br />evidencing Trustor's obligation to repay the Loan (as amended, restated, consolidated, replaced or
<br />otherwise modified from time to time, the "Notes")."
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<br />2. Modification of Recital B of Deed of Trust. From and after the Effective Date,
<br />Recital B of the Deed of Trust is hereby amended and restated in its entirety as follows:
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<br />"B. Secured Obligations. The obligations secured by this Deed of Trust (the "Obligations")
<br />are comprised at any time of the following:
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<br />(i) the full and punctual payment by Trustor when due of (a) all principal of and
<br />interest on the Loan and the Notes, which principal amount as of the date hereof is Nine Hundred
<br />Seventy Seven Thousand Six Hundred and Sixty Two and 53/100 Dollars ($977,662.53); and (b)
<br />all other amounts payable by Trustor pursuant to the Loan Agreement, the Notes, any other
<br />agreement between Trustor and Beneficiary, and (i) that certain Amended and Restated Loan
<br />Agreement, dated as of the date hereof, by and between Borrower and Lender (relating to Jiffy
<br />Lube Store Nos. 47,476,603,760,788,789,825,829,988, 1135, 1335, 1344, 1382, 1419, 1454,
<br />and 1519), (ii) that certain Amended and Restated Loan Agreement, dated as of the date hereof, by
<br />and between Borrower and Lender (relating to Jiffy Lube Store Nos. 1964, 1965, 1975 and 1976),
<br />(iii) that certain Amended and Restated Loan Agreement, dated as of the date hereof, by and
<br />between Borrower and Lender (relating to Jiffy Lube Store Nos. 223 and 256), (iv) that certain
<br />Amended and Restated Loan Agreement, dated as of the date hereof, by and between Borrower
<br />and Lender (relating to Jiffy Lube Store Nos. 24 and 1367), (v) that certain Promissory Note,
<br />dated as of the date hereof, in the original principal amount of $3,950,048.26, made by Borrower,
<br />and payable to the order of Lender, (vi) that certain Promissory Note, dated as of the date hereof,
<br />in the original principal amount of $1 ,745,580.58, made by Borrower, and payable to the order of
<br />Lender, (vii) that certain Promissory Note, dated as of the date hereof, in the original principal
<br />amount of $288,577.14, made by Borrower, and payable to the order of Lender, (viii) that certain
<br />Promissory Note, dated as of the date hereof, in the original principal amount of $426,222.55,
<br />made by Borrower, and payable to the order of Lender, (ix) any security agreements, guaranty
<br />agreements, deeds of trust, mortgages and any other documents, instruments and agreements
<br />delivered to Lender in connection with any of the foregoing, and (x) all amendments,
<br />modifications, and restatements of the foregoing (together (i)-(x) collectively, the "Other Pool 99-
<br />A Loan Documents");
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<br />(ii) the full and punctual payment when due of all amounts payable by Trustor under
<br />this Deed of Trust, including, without limitation, indemnification obligations and advances made
<br />pursuant to the Loan Agreement, the Notes, Other Pool 99-A Loan Documents, and any other
<br />agreement between Trustor and Beneficiary;
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<br />(iii) the performance and observance by Trustor of each other term, covenant,
<br />agreement, requirement, condition and other provision to be performed or observed by Trustor
<br />under any Loan Agreement, the Notes and Other Pool 99-A Loan Documents, and any other
<br />agreement between Trustor and Benet1ciary; and
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<br />(iv) the performance and observance by Trustor of each other term, covenant,
<br />agreement, requirement, condition and other provision to be performed or observed by Trustor
<br />under all amendments, supplements, consolidations, replacements, renewals, extensions,
<br />restatements or other modifications of the foregoing, in each case whether now existing or
<br />hereafter arising.
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<br />MODIFICATION OF DEED OF TRUST ~ BOND AFLF 99-A - Page 3
<br />DA-2 1 42475 v6 1283976-00025
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