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TO SECURE to Lender the repayment of the indebtedness evidenced by a <br />promissory note, or even date herewith, and extensions and renewals thereof (herein <br />"Note"), in the principal sum of ONE MILLION HUNDRED <br />THOUSAND DOLLARS ($1,_00,000.00), with interest due on that portion of the <br />principal sum of the Note not intended to be forgiven and exonerated pursuant to <br />Section 3.03 of the Disposition and Development Agreement ("DDA") executed by <br />and between The Batarse Family Trust, U.T.A. dated May 7, 1987, Anthony A. <br />Batarse, Jr., Trustee, and the Redevelopment Agency of the City of San Leandro, <br />dated October 7 , 1996, providing for monthly installments of interest <br />beginning upon execution of the Note, and interest forgivable upon fulfillment of the <br />provisions of the Note; with the outstanding principal balance and accrued interest, if <br />any, if not sooner paid, due and payable on October 2001; the payment of all <br />other sums, with interest thereon, advanced in accordance herewith to protect the <br />security of this Deed of Trust; and the performance of the covenants and agreements <br />of Borrower herein contained. <br />Borrower covenants that Borrower is lawfully seized of the estate hereby <br />conveyed and has the right to grant and convey the Property, and that the Property is <br />unencumbered except for encumbrances of record. Borrower covenants that <br />Borrower warrants and will defend generally the title to the Property against all <br />claims and demands, subject to encumbrances of record. <br />UNIFORM COVENANTS. Borrower and Lender covenant and agree as <br />follows: <br />1. Payment of Principal and Interest. Borrower shall promptly pay when <br />due the principal and interest indebtedness evidenced by the Note, together with late <br />charges and other accruals as provided in the Note. <br />2. Application and Payments. Unless applicable law provides otherwise, all <br />payments received by Lender under the Note and Paragraph 1 hereof shall be applied <br />by Lender first in payment of interest payable on the Note, and then to the principal <br />of the Note. <br />3. Changes: Liens. Borrower shall pay or cause to be paid all taxes, <br />assessments and other charges, fines and impositions attributable to the property <br />which may attain a priority over this Deed of Trust, and leasehold payments or <br />ground rents, if any. Borrower shall give prompt notice to Lender of any default <br />Redevelopment Agency (Automall) <br />Deed of Trust <br />October 2, 1996 <br />Page 2 of 10 <br />