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<br />Property or any part thereof or of any significant portion of its other properiy, and (i) admits, acquiesces in or fails to
<br />contest diligently the material allegations thereof, or (ii) the petition, case, proceeding or other action results in entry
<br />of any order for relief or order granting relief sought against it, or (iii) in a proceeding under the Federal Bankruptcy
<br />Code, the case is converted from one chapter to another, or
<br />(3) Conceals, removes, or permits to be concealed or removed, any part of its property, with
<br />intent to hinder, delay or defraud its creditors or any of them, or makes or suffers a transfer of any of its property
<br />which causes or increases its insolvency or which may be fraudulent under any bankruptcy, fraudulent conveyance
<br />or similar law; or makes any transfer of its property to or for the benefit or a creditor at a time when other creditors
<br />similarly situated have not been paid; or suffers or permits, while insolvent, any creditor to obtain a lien upon any of
<br />its property through legal proceedings.
<br />(e) Transfer of the Mortgaged Property. Any sale, lease, conveyance, assignment, pledge,
<br />encumbrance, or transfer of all or any part of the Mortgaged Property or any interest therein, voluntarily or
<br />involuntarily, whether by operation of law or otherwise, without Beneficiary's prior written consent, except: (i) sales
<br />or transfers of items of the Mortgaged Property permitted by the Loan Agreement; (ii) the grant, in the ordinary
<br />course of business, of a leasehold interest in a part of the Improvements to a tenant for occupancy, not in excess of
<br />one year and not containing a right or option to purchase and not in contravenrion of any provision of this Deed of
<br />Trust or of any other Credit Document; and (iii) Pemutted Encumbraaces. Beneficiary may, in its sole discretion,
<br />waive a default under this pazagraph, but it shall have no obligation to do so, and any waiver rnay be condirioned
<br />upon such one or more of the following (if any) which Beneficiary may require: the grantee's integrity, reputation,
<br />character, creditworthiness and management ability being satisfactory to Beneficiary in its sole judgment and
<br />grantee executing, prior to such sale or transfer, a written assumption agreement containing such terms as
<br />Beneficiary rnay require, a principal pay down on the Obligations (or any one or more thereo fl, an increase in the
<br />rate of interest payable upon the Obligations, a transfer fee, a modification of the term of the Obligarions (or any one
<br />or more thereo fl, and any other modification of the Credit Documents which Beneficiary may require.
<br />(fl Transfer of Ownership of Trustor. Unless previously approved in writing by Beneficiary in its
<br />sole discretion, the sale, pledge, encumbrance, assignment or transfer, voluntarily or involuntarily, whether by
<br />operarion of law or otherwise, of any interest in Trustor except in strict accordance with the terms and provisions of
<br />the Credit Documents.
<br />(g) Grant of Easement, Etc. Without the prior written consent of Beneficiary, which sha11 not be
<br />unreasonably withheld, conditioned or delayed, Trustor grants any easement (other than easements which aze for
<br />utilities serving only the Premises and which do not, singly or in the aggregate, diminish the value of the Premises)
<br />or dedication, files any plat, condominium declaration, or restriction, or otherwise encumbers the Mortgaged
<br />Property, or seeks or permits any zoning reclassification or variance, unless such action is expressly permitted by the
<br />Credit Documents, is a Permitted Encumbrance or does not affect the Mortgaged Properiy.
<br />(h) Abandonment. The owner of the Mortgaged Property abandons any part of the Mortgaged
<br />Property.
<br />(i) Default Under Other Lien. A default or event of default occurs and has not been cured within the
<br />applicable grace period (if any) under any lien, security interest or assignment covering the Mortgaged Property or
<br />any part thereof (whether or not Beneficiary has consented, and without implying Beneficiary's consent, to any such
<br />lien, security interest or assignment not created hereunder), or the holder of any such lien, security interest or
<br />assignment declares a default or institutes foreclosure or other proceedings for the enforcement of its remedies
<br />thereunder.
<br />(j) Eminent Domain. (i) Any governmental authority shall require, or commence any proceeding for,
<br />the demolition of any building or structure comprising a material part of the Premises, or (ii) there is commenced
<br />any proceeding to condemn or otherwise take pursuant to the power of eminent domain, or a contract for sale or a
<br />conveyance in lieu of such a taking is executed which provides for the transfer of, a material portion of the Premises,
<br />including but not limited to the taking (or transfer in lieu thereo fl of any portion which would result in the blockage
<br />or substantial impaument of access or utility service to the Improvements or which would cause the Premises to fail
<br />to comply with any Lega1 Requirement.
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