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All of the above-referenced interests of Trustor in the Land, Improvements, Appurtenances,
<br />Equipment, Leases, Rents, Proceeds, Gross Revenues, Plans and Financing as hereby conveyed
<br />to Trustee or made subject to the security interest herein described are collectively referred to
<br />herein as the "Property."
<br />2. Ob1i>;ations Secured. This Deed of Trust is given for the purpose of securing payment
<br />and performance of the following (collectively, the "Secured Obligations"): (i) atl present and
<br />future indebtedness evidenced by the Note and any amendment thereof, including principal,
<br />interest and all other amounts payable under the terms of the Note; (ii) all present and future
<br />obligations of Trustor to Beneficiary under the OPA, the Affordable Housing Regulatory
<br />Agreement and Declaration of Restrictive Covenants dated as of the date hereof, executed by and
<br />among City, Agency and Trustor and recorded substantially concurrently herewith (the
<br />"Regulatory Agreement") or the other Agency Documents; (iii) all additional present and future
<br />obligations of Trustor to Beneficiary under any other agreement or instrument acknowledged by
<br />Trustor (whether existing now or in the future) which states that it is or such obligations are,
<br />secured by this Deed of Trust; (iv) all obligations of Trustor to Beneficiary under all
<br />modifications, supplements, amendments, renewals, or extensions of any of the foregoing,
<br />whether evidenced by new or additional documents; and (v) reimbursement of all amounts
<br />advanced by or on behalf of Beneficiary to protect Beneficiary's interests under this Deed of
<br />Trust or any other Agency Document as such may be modified, supplemented, amended,
<br />renewed or extended.
<br />3. Assi>~nment of Rents Issues and Profits. Trustor hereby irrevocably, absolutely,
<br />presently and unconditionally assigns to Beneficiary the Rents, royalties, issues, profits, revenue,
<br />income and proceeds of the Property. This is an absolute assignment and not an assignment for
<br />security only. Beneficiary hereby confers upon Trustor a license to collect and retain such Rents,
<br />royalties, issues, profits, revenue, income and proceeds as they become due and payable prior to
<br />any Event of Default hereunder. Upon the occurrence of any such Event of Default, Beneficiary
<br />may terminate such license without notice to or demand upon Trustor and without regard to the
<br />adequacy of any security for the indebtedness hereby secured, and may either in person, by
<br />agent, or by a receiver to be appointed by a court, enter upon and take possession of the Property
<br />or any part thereof, and sue for or otherwise collect such rents, issues, and profits, including
<br />those past due and unpaid, and apply the same, less costs and expenses of operation and
<br />collection, including reasonable attorneys' fees, to any indebtedness secured hereby, and in such
<br />order as Beneficiary may determine. Beneficiary's right to the rents, royalties, issues, profits,
<br />revenue, income and proceeds of the Property does not depend upon whether or not Beneficiary
<br />takes possession of the Property. The entering upon and taking possession of the Property, the
<br />collection of such rents, issues, and profits, and the application thereof as aforesaid, shall not
<br />cure or waive any default or notice of default hereunder or invalidate any act done pursuant to
<br />such notice. If an Event of Default occurs while Beneficiary is in possession of all or part of the
<br />Property and/or is collecting and applying Rents as permitted under this Deed of Trust,
<br />Beneficiary, Trustee and any receiver shall nevertheless be entitled to exercise and invoke every
<br />right and remedy afforded any of them under this Deed of Trust and at law or in equity,
<br />including the right to exercise the power of sale granted hereunder. Regardless of whether or not
<br />Beneficiary, in person or by agent, takes actual possession of the Land or the Improvements,
<br />Beneficiary shall not be deemed to be a "mortgagee in possession," shall not be responsible for
<br />performing any obligation of Trustor under any Lease, shall not be liable in any manner for the
<br />95621 8-3
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