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Property (defined below) to secure repayment of the Note and performance of Trustor's
<br /> obligations under the OPA and under the Loan Documents (defined below).
<br /> NOW THEREFORE,for good and valuable consideration, the receipt and sufficiency of
<br /> which are hereby acknowledged, it is agreed as follows.
<br /> 1. Grant in Trust. In consideration of the foregoing and for the purpose of securing payment
<br /> and performance of the Secured Obligations defined and described in Section 2, Trustor hereby
<br /> irrevocably and unconditionally grants, conveys, transfers and assigns to Trustee, in trust for the
<br /> benefit of Beneficiary, with power of sale and right of entry and possession, all estate, right, title
<br /> and interest which Trustor now has or may later acquire in and to the Land, and all of the
<br /> following, whether presently owned or hereafter acquired:
<br /> a. All buildings, structures, and improvements, now or hereafter located or
<br /> constructed on the Land ("Improvements");
<br /> b. All appurtenances, easements, rights of way, pipes, transmission lines or wires
<br /> and other rights used in connection with the Land or the Improvements or as a means of access
<br /> thereto, whether now or hereafter owned or constructed or placed upon or in the Land or
<br /> Improvements and all existing and future privileges, rights, franchises and tenements of the
<br /> Land, including all minerals, oils, gas and other commercially valuable substances which may be
<br /> in, under or produced from any part of the Land, and all water rights,rights of way, gores or
<br /> strips of land, and any land lying in the streets, ways, and alleys, open or proposed, in front of or
<br /> adjoining the Land and Improvements (collectively, "Appurtenances");
<br /> c. All machinery,equipment, fixtures, goods and other personal property of the
<br /> Trustor, whether moveable or not, now owned or hereafter acquired by the Trustor and now or
<br /> hereafter located at or used in connection with the Land, the Improvements or Appurtenances,
<br /> and all improvements, restorations, replacements,repairs, additions or substitutions thereto
<br /> (collectively, "Equipment");
<br /> d. All existing and future leases, subleases,licenses, and other agreements relating to
<br /> the use or occupancy of all or any portion of the Land or Improvements (collectively, "Leases"),
<br /> all amendments, extensions, renewals or modifications thereof, and all rent, royalties, or other
<br /> payments which may now or hereafter accrue or otherwise become payable thereunder to or for
<br /> the benefit of Trustor, including but not limited to security deposits (collectively, "Rents");
<br /> e. All insurance proceeds and any other proceeds from the Land, Improvements,
<br /> Appurtenances,Equipment, Leases, and Rents, including without limitation, all deposits made
<br /> with or other security deposits given to utility companies, all claims or demands relating to •
<br /> insurance awards which the Trustor now has or may hereafter acquire, including all advance
<br /> payments of insurance premiums made by Trustor, and all condemnation awards or payments
<br /> now or later made in connection with any condemnation or eminent domain proceeding
<br /> ("Proceeds");
<br /> f. All revenues, income,rents, royalties, payments and profits produced by the
<br /> Land, Improvements, Appurtenances and Equipment, whether now owned or hereafter acquired
<br /> by Trustor("Gross Revenues");
<br /> 144\221\1596079.2
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