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<br />1908516.2 5 <br />Beneficiary exercises its rights to such rents. Trustor agrees that commencing upon delivery of <br />such written notice of Trustor’s breach by Beneficiary to Trustor, each tenant of the Property <br />shall make such rents payable to and pay such rents to Beneficiary or Beneficiary's agents on <br />Beneficiary's written demand to each tenant therefor, delivered to each tenant personally, by mail <br />or by delivering such demand to each rental unit, without any liability on the part of said tenant <br />to inquire further as to the existence of a default by Trustor. <br />Trustor hereby covenants that Trustor has not executed any prior assignment of said <br />rents, that Trustor has not performed, and will not perform, any acts or has not executed and will <br />not execute, any instrument which would prevent Beneficiary from exercising its rights under <br />this Section 2.3, and that at the time of execution of this Deed of Trust, there has been no <br />anticipation or prepayment of any of the rents of the Property for more than two (2) months prior <br />to the due dates of such rents. Trustor covenants that Trustor will not hereafter collect or accept <br />payment of any rents of the Property more than two (2) months prior to the due dates of such <br />rents. Trustor further covenant that Trustor will execute and deliver to Beneficiary such further <br />assignments of rents and revenues of the Property as Beneficiary may from time to time request. <br />Upon Trustor’s breach of any covenant or agreement of Trustor in the Loan Documents, <br />Beneficiary may in person, by agent or by a court-appointed receiver, regardless of the adequacy <br />of Beneficiary's security, enter upon and take and maintain full control of the Property in order to <br />perform all acts necessary and appropriate for the operation and maintenance thereof including, <br />but not limited to, the execution, cancellation or modification of leases, the collection of all rents <br />and revenues of the Property, the making of repairs to the Property and the execution or <br />termination of contracts providing for the management or maintenance of the Property, all on <br />such terms as are deemed best to protect the security of this Deed of Trust. In the event <br />Beneficiary elects to seek the appointment of a receiver for the Property upon Trustor's breach of <br />any covenant or agreement of Trustor in this Deed of Trust, Trustor hereby expressly consents to <br />the appointment of such receiver. Beneficiary or the receiver shall be entitled to receive a <br />reasonable fee for so managing the Property. <br />All rents and revenues collected subsequent to delivery of written notice by Beneficiary <br />to Trustor of the breach by Trustor of any covenant or agreement of Trustor in the Loan <br />Documents shall be applied first to the costs, if any, of taking control of and managing the <br />Property and collecting the rents, including, but not limited to, reasonable attorney's fees, <br />receiver’s fees, premiums on receiver's bonds, costs of repairs to the Property, premiums on <br />insurance policies, taxes, assessments and other charges on the Property, and the costs of <br />discharging any obligation or liability of Trustor as lessor or landlord of the Property and then to <br />the sums secured by this deed of Trust. Beneficiary or the receiver shall have access to the <br />books and records used in the operation and maintenance of the Property and shall be liable to <br />account only for those rents actually received. Beneficiary shall not be liable to Trustor, anyone <br />claiming under or through Trustor or anyone having an interest in the Property by reason of <br />anything done or left undone by Beneficiary under this Section 2.3. <br />If the rents of the Property are not sufficient to meet the costs, if any, of taking control of <br />and managing the Property and collecting the rents, any funds expended by Beneficiary for such <br />purposes shall become indebtedness of Trustor to Beneficiary secured by this Deed of Trust <br />pursuant to Section 3.3 hereof. Unless Beneficiary and Trustor agree in writing to other terms of