Common use of Fixtures and Personal Property Clause in Contracts

Fixtures and Personal Property. All fixtures, furniture, carpeting, draperies, building supplies, equipment, permits, licenses and other items of personal property owned by Seller and presently affixed, attached to, placed or situated upon or relating exclusively to the Land or Improvements and used in connection with the ownership of the Land or Improvements, including without limitation the items described on Exhibit "G" attached hereto and incorporated herein, and additionally including any assignable permits or warranties to the extent in Seller's possession or otherwise relating to the Premises (collectively, the "Personalty"), but specifically excluding, trade names (including, but not limited to, "U-Store-It"), sign faces (not including standards, monuments, and/or poles) containing trade names, computer software located at the Premises, credit card readers and peripheral equipment and any items of personal property owned by any tenants ("Tenants") of the Land or Improvements and any items of personal property owned by third parties and leased to Seller. The Personalty to be conveyed is subject to depletions, replacements and additions in the ordinary course of Seller's business. The Personalty shall include (a) Seller's goodwill, but only with respect to the business of Seller conducted on the Land, (b) Seller's "yellow page" advertisements, (c) transferable utility contracts, (d) transferable telephone exchange numbers, (e) all personal computers located upon the Premises, and (f) gate access controls and related security equipment used in connection with the operation of the Premises. Notwithstanding the foregoing provisions of this Section 1(C), Buyer shall have a limited irrevocable license to use the name "U-Store-It" in its operation of the Premises for a period of sixty (60) days following Closing (the "License Period"), in order that Buyer may make an orderly transition to Buyer's trade name; provided, however, that Buyer shall indemnify Seller for any claims which may be made against Seller resulting from Buyer's wrongful acts relating to Buyer's use of the name "U-Store-It", and in the event Buyer is so required to indemnify Seller pursuant to this sentence, then Seller may immediately revoke the license so granted. Following the License Period, Buyer shall remove all signage faces bearing the "U-Store-It" name, and Seller shall have the right to retrieve same from the Premises, in their then as-is condition. Buyer shall provide Seller with written notice regarding such required removal, and Seller agrees to effect such removal within fourteen (14) days from the earlier to occur of (i) Seller's receipt of such notice, or (ii) the expiration of the License Period. Seller shall be entitled to access the Premises as reasonably necessary in connection with such signage removal.

Fixtures and Personal Property. All fixturesTOGETHER WITH a security interest in (i) all property and fixtures affixed to or located on the property described in Paragraphs A, furnitureB and C hereof which, carpetingto the fullest extent permitted by law shall be deemed fixtures and a part of the real property; (ii) all articles of personal property and all materials delivered to the property described in Paragraphs A, draperiesB and C hereof for use in any construction being conducted thereon, building suppliesand owned by Mortgagor; (iii) all contract rights, equipmentgeneral intangibles, actions and rights in action, including all rights to insurance proceeds and proceeds of condemnation or eminent domain as all of the same may relate to the property described in Paragraphs A, B and C hereof; (iv) subject to the rights of Mortgagor in and to all such Permits (hereinafter defined), and the rights of Mortgagor to terminate, modify and/or amend any such Permits, as same pertain to the rights of Mortgagor to develop all portions of the Mortgaged Property released from the lien of this Mortgage, all development rights, consents, approvals, permits, licenses licenses, reservations, prepaid utility fees or deposits, prepaid impact fees, and other items of personal property owned by Seller and presently affixedauthorizations now or hereafter created, attached toissued or paid for construction, placed development or situated upon or relating exclusively to the Land or Improvements and used in connection with the ownership operation of the Land or Improvements, including without limitation the items described on Exhibit "G" attached hereto and incorporated herein, and additionally including any assignable permits or warranties to the extent in Seller's possession or otherwise relating to the Premises Mortgaged Property (collectively, the "PersonaltyPermits"), but specifically excluding, trade names (including, but not limited to, those set forth on Exhibit "U-Store-It")__" hereto; (v) all contracts for the design, sign faces engineering and construction for the Approved Common Infrastructure Improvements (as defined herein)(including but not including standardslimited to the payment and performance bonds, monumentsif any) to be installed in the Project as defined herein, and/or polesor any portion thereof; and (vi) containing trade namesall proceeds, computer software located at products, replacements, additions, substitutions, renewals and accessions of any of the Premisesforegoing. Mortgagor (Debtor) hereby grants to Mortgagee (Creditor) a security interest in all fixtures, credit card readers rights in action and peripheral equipment and any items of personal property owned by any tenants ("Tenants") of the Land or Improvements and any items of personal property owned by third parties and leased to Sellerdescribed herein. The Personalty to be conveyed This Mortgage is subject to depletions, replacements and additions in the ordinary course of Seller's business. The Personalty shall include (a) Seller's goodwill, but only a self-operative security agreement with respect to such property, but Mortgagor agrees to execute and deliver on demand such other security agreements, financing statements and other instruments as Mortgagee may request in order to perfect its security interest or to impose the business lien hereof more specifically upon any of Seller conducted such property. Mortgagee shall have all the rights and remedies in addition to those specified herein of a secured party under the Uniform Commercial Code. TO HAVE AND TO HOLD the same, together with all and singular the tenements, hereditaments and appurtenances thereunto belonging or in any way appertaining and the reversions, remainders, rents, issues and profits thereof, and also all the estate, right, title, interest, property, possession, claim or demand of the Mortgagor in and to the same, and every part thereof, unto the Mortgagee in fee simple. AND Mortgagor covenants with the Mortgagee that Mortgagor is indefeasibly seized of the Mortgaged Property in fee simple; that it has full power and lawful right to convey and mortgage the same in fee simple; that upon default it shall be lawful for the Mortgagee at all times peaceably and quietly to enter upon, hold, occupy, possess and enjoy the Mortgaged Property, and every part thereof; that the Mortgaged Property is and will, except as allowed herein, remain free from all liens and encumbrances, including taxes and assessments, except for the Permitted Exceptions, assessment liens for CDDs (hereinafter defined), easements for roads, utilities, lakes and other infrastructure improvements constructed on the Land, Mortgaged Property from time to time consistent with the Approved Site Plan (b) Seller's "yellow page" advertisements, (c) transferable utility contracts, (d) transferable telephone exchange numbers, (e) all personal computers located upon the Premisesas such plan may be modified from time to time), and (f) gate access controls as herein otherwise provided; that Mortgagor will make such further assurances to perfect the fee simple title to the Mortgaged Property in Mortgagee as may be reasonably required, and related security equipment used in connection with that Mortgagor does hereby fully warrant the operation title thereto, and every part thereof, and will defend the same against the lawful claims of all persons whomsoever. PROVIDED ALWAYS that if the Mortgagor shall pay to the Mortgagee the indebtedness evidenced by the Note or any renewal or replacement of the Premises. Notwithstanding Note and if the foregoing provisions of this Section 1(C)Mortgagor shall duly, Buyer shall have a limited irrevocable license to use the name "U-Store-It" in its operation promptly and fully perform, comply with and abide by each and every one of the Premises for a period of sixty (60) days following Closing (the "License Period")stipulations, in order that Buyer may make an orderly transition to Buyer's trade name; providedagreements, however, that Buyer shall indemnify Seller for any claims which may be made against Seller resulting from Buyer's wrongful acts relating to Buyer's use conditions and covenants of the name "U-Store-It"Note, and in the event Buyer is so required this Mortgage, or other instruments referred to indemnify Seller pursuant to this sentenceherein, then Seller may immediately revoke this Mortgage and the license so grantedestate hereby created shall cease and be null and void. Following the License Period, Buyer shall remove all signage faces bearing the "U-Store-It" name, Mortgagor further covenants and Seller shall have the right to retrieve same from the Premises, in their then as-is condition. Buyer shall provide Seller agrees with written notice regarding such required removal, and Seller agrees to effect such removal within fourteen (14) days from the earlier to occur of (i) Seller's receipt of such notice, or (ii) the expiration of the License Period. Seller shall be entitled to access the Premises Mortgagee as reasonably necessary in connection with such signage removal.follows:

Fixtures and Personal Property. All Together with a security interest in all fixtures, fittings, furnishings, appliances, apparatus, equipment, machinery and other personal property, including, without limitation, all gas an electric fixtures, radiators, heaters, engines and machinery, boilers, ranges, ovens, elevators and motors, bathtubs, sinks, water closets, basins, pipes, faucets and other air conditioning, plumbing, and heating fixtures, mirrors, mantles, refrigerating plant, refrigerators, iceboxes, dishwashers, carpeting, furniture, carpeting, draperies, building supplies, laundry equipment, permitscooking apparatus and appurtenances, licenses and other items of personal property owned by Seller all building material, supplies and presently affixed, attached to, placed equipment now located on or situated upon or relating exclusively hereafter delivered to the Land and intended to be installed therein; all other fixtures and personal property of whatever kind and nature at present contained in or Improvements hereafter placed in any building standing on the Land; and used all renewals or replacements thereof or articles in connection with substitution thereof; and all proceeds and profits thereof and all of the ownership estate, right, title and interest of Mortgagor in and to all property of any nature whatsoever, now or hereafter situated on the Land or Improvements, including without limitation the items described on Exhibit "G" attached hereto and incorporated herein, and additionally including any assignable permits or warranties to the extent in Seller's possession or otherwise relating to the Premises (collectively, the "Personalty"), but specifically excluding, trade names (including, but not limited to, "U-Store-It"), sign faces (not including standards, monuments, and/or poles) containing trade names, computer software located at the Premises, credit card readers and peripheral equipment and any items of personal property owned by any tenants ("Tenants") of the Land or Improvements and any items of personal property owned by third parties and leased to Seller. The Personalty intended to be conveyed is subject to depletions, replacements and additions in the ordinary course of Seller's business. The Personalty shall include (a) Seller's goodwill, but only with respect to the business of Seller conducted on the Land, (b) Seller's "yellow page" advertisements, (c) transferable utility contracts, (d) transferable telephone exchange numbers, (e) all personal computers located upon the Premises, and (f) gate access controls and related security equipment used in connection with the operation thereof; all leases and use agreements of machinery, equipment and other personal property of Mortgagor in the categories hereinabove set forth, under which Mortgagor is the lessee of, or entitled to use, such items, and all deposits made therefor; and Mortgagor (Debtor) hereby grants to Mortgagee (Creditor) a security interest in all fixtures, rights and personal property described herein. This Mortgage is a self operative security agreement with respect to such property, but Mortgagor agrees to execute and deliver on demand such other security agreements, financing statements, continuation statements and other instruments as Mortgagee may request in order to perfect its security interest or to impose the lien hereof more specifically upon any of such property and Mortgagor hereby constitutes and appoints Mortgagee as Agent and attorney-in-fact to make, execute, deliver and record any instruments for the purpose of effecting the lien and security interests of this Mortgage and continuing the effect thereof. The foregoing power of attorney is irrevocable and coupled with an interest. Mortgagee shall have all the rights and remedies in addition to those specified herein of a secured party under the Uniform Commercial Code. Everything referred to in paragraphs (A), (B), (C), (D), (E), and (F) hereof and nay additional property hereafter acquired by Mortgagor and subject to the lien of this mortgage or intended to be so is herein referred to as the "Mortgaged Property". To have and to hold the Mortgaged Property and all parts thereof unto Mortgagee, its successors and assigns, for enforcing the payment of the Premises. Notwithstanding Note when due and payable according to the foregoing true interest and meaning of the stipulations and provisions of this Section 1(C)the Note, Buyer shall have a limited irrevocable license and the payment and performance of all other obligations of Mortgagor hereunder and under the Note. The foregoing amounts evidenced by the Note, or due and payable by Mortgagor under the Note, or under the provisions hereof including advances by Mortgagee for the purpose of paying taxes or premiums on insurance on the Mortgaged Property or to use repair, maintain, or improve the name "U-Store-It" in its operation Mortgaged Property and all renewal or renewals and extension or extensions of the Premises for a period of sixty (60) days following Closing (the Note are secured hereby and collectively referred to herein as "License PeriodSecured Indebtedness"), in order that Buyer may make an orderly transition to Buyer's trade name; provided, however, that Buyer upon the express conditions that if Mortgagor, its successors and assigns shall indemnify Seller for any claims which may well and truly pay or cause to be made against Seller resulting from Buyer's wrongful acts relating to Buyer's use paid unto the holder of the name "U-Store-It"Note and Secured Indebtedness and shall well and truly keep, observe and perform all and singular the covenants and provisions in the event Buyer is so required to indemnify Seller pursuant to Note and any other instrument securing the Note, this sentence, then Seller may immediately revoke the license so granted. Following the License Period, Buyer shall remove all signage faces bearing the "U-Store-It" name, and Seller shall have the right to retrieve same from the Premises, in their then as-is condition. Buyer shall provide Seller with written notice regarding such required removal, and Seller agrees to effect such removal within fourteen (14) days from the earlier to occur of (i) Seller's receipt of such notice, or (ii) the expiration of the License Period. Seller instrument shall be entitled canceled to access its own proper use and benefit forever, subject, however, to the Premises as reasonably necessary in connection with such signage removalterms and conditions herein.

Fixtures and Personal Property. All fixturesTOGETHER WITH a SECURITY interest in (i) all property and fixtures affixed to or located on the Property which, furnitureto the fullest extent permitted by law shall be deemed fixtures and a part of the Property; (ii) all articles of personal property and all materials delivered to the Property for use in any construction being conducted thereon, carpetingand owned by Borrower; (iii) all proceeds, draperiesproducts, building suppliesreplacements, equipmentadditions, permitssubstitutions, renewals and accessions of any of the foregoing; (iv) all contract rights, general intangibles, water and sewer payments, leases and lease payments, eminent domain awards, insurance policies and proceeds, actions and rights in action, as all of the same may relate to the Property; (v) all contracts, agreements, licenses and other items of personal property owned permits, now or hereafter in existence, used by Seller and presently affixed, attached to, placed or situated upon or relating exclusively to the Land or Improvements and used in connection with the ownership of the Land or Improvements, including without limitation the items described on Exhibit "G" attached hereto and incorporated herein, and additionally including any assignable permits or warranties to the extent in Seller's possession or otherwise relating to the Premises (collectively, the "Personalty"), but specifically excluding, trade names (including, but not limited to, "U-Store-It"), sign faces (not including standards, monuments, and/or poles) containing trade names, computer software located at the Premises, credit card readers and peripheral equipment and any items of personal property owned by any tenants ("Tenants") of the Land or Improvements and any items of personal property owned by third parties and leased to Seller. The Personalty to be conveyed is subject to depletions, replacements and additions in the ordinary course of Seller's business. The Personalty shall include (a) Seller's goodwill, but only with respect to the business of Seller conducted on the Land, (b) Seller's "yellow page" advertisements, (c) transferable utility contracts, (d) transferable telephone exchange numbers, (e) all personal computers located upon the Premises, and (f) gate access controls and related security equipment used Borrower in connection with the operation of any business now, or hereafter, operated on the PremisesLand; and (vi) all instruments and documents, relating to the collateral described in this paragraph (F) and all cash and non-cash proceeds and products thereof. Notwithstanding the The foregoing provisions of this Section 1(Citems (I), Buyer shall have (ii) and (iii) (hereinafter the "Tangible Property") include (a) all rights, title and interest of Borrower in and to the minerals, soil, flowers, shrubs, crops, trees, timber and other emblements now or hereafter on the Property or under or above the same or any part or parcel thereof; (b) all machinery, apparatus, equipment, fittings, fixtures, whether actually or constructively attached to the Property and including all trade, domestic and ornamental fixtures now owned or hereafter acquired by Borrower, including, but without limiting the generality of the foregoing, all heating, air conditioning, freezing, lighting, laundry, incinerating and power equipment; engines; pipes; pumps; tanks; motors; conduits; switchboards; plumbing, lifting, cleaning, fire prevention, fire extinguishing, refrigerating, ventilating and communications apparatus; boilers, ranges, furnaces, oil burners or units thereof; appliances; air cooling and air conditioning apparatus; vacuum cleaning systems; elevators; escalators; shades; awnings; screens; storm doors and windows; stoves; wall beds; refrigerators; attached cabinets; partitions; ducts and compressors; rugs and carpets; draperies; together with all building materials and equipment now or hereafter delivered to the Property and intended to be installed therein, including but not limited to lumber, plaster, cement, shingles, roofing, plumbing, fixtures, pipe, lath, wallboard, cabinets, nails, sinks, toilets, furnaces, heaters, brick, tile, water heaters, screens, window frames, glass doors, flooring, paint, lighting fixtures and unattached refrigerating, cooking, heating and ventilating appliances; together with all proceeds, additions and accessions thereto and replacements thereof specifically excluding any items of inventory held for sale by Borrower; (c) all of the water, sanitary and storm sewer systems now or hereafter owned by the Borrower which are now or hereafter located by, over and upon the Property or any part and parcel thereof, and which water system includes all water mains, service laterals, hydrants, valves and appurtenances, and which sewer system includes all sanitary sewer lines, including mains, laterals, manholes, sewer and water tap units, and appurtenances thereto; and (d) all paving for streets, roads, walkways or entrance ways now or hereafter owned by Borrower and which are now or hereafter Misc\mtg 4 located on the Property or any part or parcel thereof. The foregoing items (iv), (v) and (vi) (hereinafter the "Intangible Collateral") include (an) all sewer permits, connection fees, impact fees, reservation fees, and other deposits or payments made in connection with the reservation, allocation, permitting or providing of wastewater treatment and potable water to the Property and any and all claims or demands relating thereto, now owned or which may hereafter be acquired by Borrower, together with all right, title, interest, equity, estate, demand or claim to the provision of wastewater treatment and potable water to the Property, now existing or which may hereafter be acquired by Borrower; (bb) all of Borrower's interest as lessor in and to all leases or rental arrangements of the Property or any part thereof, heretofore made and entered into, and in and to all leases or rental arrangements hereafter made and entered into by Borrower with respect to the Property during the life of the SECURITY agreements or any extension or renewal thereof, together with all rents and payments in lieu of rents, together with any and all guarantees of such leases or rental arrangements and including all present and future SECURITY deposits and advance rentals; (cc) any and all awards or payments, including interest thereon and the right to receive the same, as a limited irrevocable license result of (a) the exercise of the right of eminent domain, (b) the alteration of the grade of any street, or (c) any other injury to, taking of or decrease in the value of the Property; (dd) all of the right, title and interest of the Borrower in and to use all unearned premiums accrued, accruing or to accrue under any and all insurance policies now or hereafter provided pursuant to the name "U-Store-It" terms of SECURITY agreements, and all proceeds or sums payable for the loss of or damage to the Property herein, or rents, revenues, income, profits or proceeds from leases, franchises, concessions or licenses of or on any part of the Property; (ee) all contracts and contract rights of Borrower arising from contracts entered into in its connection with development, construction upon or operation of the Premises for a period of sixty (60) days following Closing (the "License Period")Property, in order that Buyer may make an orderly transition to Buyer's trade name; providedincluding but not limited to, however, that Buyer shall indemnify Seller for any claims which may be made against Seller resulting from Buyer's wrongful acts relating to Buyer's use all deposits held by or on behalf of the name "U-Store-It"Borrower, and all management, franchise and service agreements, related to the business now or hereafter conducted by the Borrower on the Property; and (ff) all of Borrower's interest in all utility security deposits or bonds on the event Buyer is so required Property or any part or parcel thereof. Borrower (Debtor) hereby grants to indemnify Seller pursuant to this sentence, then Seller may immediately revoke Lender (Creditor) a security interest in all of the license so granted. Following the License Period, Buyer shall remove all signage faces bearing the "U-Store-It" name, and Seller shall have the right to retrieve same from the Premises, in their then as-is condition. Buyer shall provide Seller with written notice regarding such required removal, and Seller agrees to effect such removal within fourteen (14) days from the earlier to occur of foregoing items (i) Seller's receipt of such notice, or through (ii) the expiration of the License Period. Seller shall be entitled to access the Premises as reasonably necessary in connection with such signage removalvi).

Fixtures and Personal Property. All fixturesTOGETHER WITH a security interest in (i) all property and fixtures now or hereafter acquired and affixed to or located on the property described in paragraphs (A), furniture(B) and (C) hereof which, carpetingto the fullest extent permitted by law shall be deemed fixtures and a part of the real property, draperies, building supplies, equipment, permits, licenses and other items (ii) all articles of personal property now or hereafter acquired and all materials delivered to the property described in paragraphs (A), (B) and (C) hereof for use in any construction being conducted thereon, and owned by Seller Mortgagor; (iii) and presently affixedall contract rights, attached togeneral intangibles, placed actions and rights in action now or situated upon or relating exclusively hereafter acquired pertaining to the Land or Improvements Mortgaged Property, including, all rights to insurance proceeds, and used in connection with the ownership (iv) all proceeds, products, replacements, additions, substitutions, renewals and accessions of any of the Land or Improvementsforegoing. Mortgagor (Debtor) hereby grants to Mortgagee (Secured Party) a security interest in all fixtures, including without limitation the items described on Exhibit "G" attached hereto rights in action and incorporated herein, and additionally including any assignable permits or warranties to the extent in Seller's possession or otherwise relating to the Premises (collectively, the "Personalty"), but specifically excluding, trade names (including, but not limited to, "U-Store-It"), sign faces (not including standards, monuments, and/or poles) containing trade names, computer software located at the Premises, credit card readers and peripheral equipment and any items of personal property owned by any tenants ("Tenants") of the Land or Improvements and any items of personal property owned by third parties and leased to Sellerdescribed herein. The Personalty to be conveyed This Mortgage is subject to depletions, replacements and additions in the ordinary course of Seller's business. The Personalty shall include (a) Seller's goodwill, but only a self-operative security agreement with respect to such property, but Mortgagor agrees to execute and deliver on demand such other security agreements, financing statements and other instruments as Mortgagee may reasonably request in order to perfect its security interest or to impose the business lien hereof more specifically upon any of Seller conducted such property. Mortgagor agrees to pay Mortgagee’s charge, to the maximum amount permitted by law, for any statement by Mortgagee regarding the obligations secured by this Mortgage and Security Agreement requested by Mortgagor or on the Landbehalf of Mortgagor. On demand, (b) Seller's "yellow page" advertisementsMortgagor will promptly pay all costs and expenses of filing statements, (c) transferable utility contractscontinuation statements, (d) transferable telephone exchange numbers, (e) all personal computers located upon the Premisespartial releases, and termination statements deemed necessary or appropriate by Mortgagee to establish and maintain the validity and priority of the security interest of Mortgagee, or any modification thereof, and all costs and expenses of any searches reasonably required by Mortgagee. Mortgagee may exercise any or all of the remedies of a secured party available to it under the Uniform Commercial Code (fSouth Carolina) gate access controls with respect to such property, and related security equipment used it is expressly agreed in connection accordance with the operation provisions of the Premises. Notwithstanding the foregoing provisions of this Section 1(CUniform Commercial Code (South Carolina), Buyer 10 days’ notice by Mortgagee to Mortgagor shall have a limited irrevocable license be deemed to use the name "U-Store-It" in its operation be reasonable notice under any provision of the Premises for a period of sixty Uniform Commercial Code (60South Carolina) days following Closing (the "License Period"), in order that Buyer may make an orderly transition to Buyer's trade namerequiring such notice; provided, however, that Buyer Mortgagee may at its option dispose of the collateral in accordance with Mortgagee’s rights and remedies in respect to the real property pursuant to the provisions of this Mortgage and Security Agreement, in lieu of proceeding under the Uniform Commercial Code (South Carolina). Some of the items of property described herein are goods that are or are to become fixtures related to the real estate described herein, and it is intended that, as to those goods, this Mortgage and Security Agreement shall indemnify Seller be effective as a financing statement filed as a fixture filing from the date of its filing for any claims record in the real estate records of the county in which the Land is located. Information concerning the security interest created by this instrument may be made against Seller resulting obtained from Buyer's wrongful acts relating the Mortgagee, as Secured Party, or the Mortgagor, as Debtor, at the address first shown above. Everything referred to Buyer's in paragraphs (A), (B), (C), (D), (E) and (F) hereof and any additional property hereafter acquired by Mortgagor and subject to the lien of this Mortgage or intended to be so is herein referred to as the “Mortgaged Property”. TO HAVE AND TO HOLD the Mortgaged Property and all parts thereof unto Mortgagee, its successors and assigns, to its own proper use of and benefit forever, subject, however, to the name "U-Store-It"terms and conditions herein. PROVIDED, HOWEVER, that if Mortgagor shall promptly pay or cause to be paid to Mortgagee the principal and interest payable under the Note, at the times and in the manner stipulated therein, herein, and in all other instruments securing the event Buyer is so required Note, all without any deduction or credit for taxes or other similar charges paid by Mortgagor, and shall keep, perform and observe all the covenants and promises in the Note, and any renewal, extension or modification thereof, and in this Mortgage and in all other instruments securing the Note, to indemnify Seller pursuant to this sentencebe kept, performed or observed by Mortgagor, then Seller may immediately revoke the license so granted. Following the License Period, Buyer shall remove all signage faces bearing the "U-Store-It" namethis Mortgage, and Seller all the properties, interest and rights hereby granted, conveyed and assigned shall have cease and be void and the right to retrieve same lien created by this Mortgage released from the Premisespublic record, but shall otherwise remain in their then as-is conditionfull force and effect. Buyer shall provide Seller Mortgagor covenants and agrees with written notice regarding such required removal, and Seller agrees to effect such removal within fourteen (14) days from the earlier to occur of (i) Seller's receipt of such notice, or (ii) the expiration of the License Period. Seller shall be entitled to access the Premises Mortgagee as reasonably necessary in connection with such signage removal.follows:

Fixtures and Personal Property. All fixturesEquipment (as such term is defined in the Uniform Commercial Code (defined below), furnitureincluding, carpetingwithout limitation, draperies, building supplies, materials handling equipment, permitscommunications equipment, licenses computer equipment, and other items manufacturing equipment of personal property every kind and nature whatsoever owned by Seller Borrower, or in which Borrower has or shall have an interest (other than Inventory, as such term is defined in the Uniform Commercial Code)) machinery (other than Inventory, as such term is defined in the Uniform Commercial Code) and presently affixed, attached to, placed or situated upon or relating exclusively to the Land or Improvements and used in connection with the ownership of the Land or Improvements, including without limitation the items described on Exhibit "G" attached hereto and incorporated herein, and additionally including any assignable permits or warranties to the extent in Seller's possession or otherwise relating to the Premises (collectively, the "Personalty"), but specifically excluding, trade names fixtures (including, but not limited to, "U-Store-It"all heating, air conditioning, plumbing, lighting, communications and elevator fixtures), sign faces office furniture, furnishings and trade fixtures, specialty tools and parts (not including standards, monuments, and/or poles) containing trade names, computer software located at the Premises, credit card readers and peripheral equipment and any items of personal property owned by any tenants ("Tenants") constituting part of the Land equipment), in each case now or Improvements and any items of personal property owned by third parties and leased to Seller. The Personalty to be conveyed is subject to depletions, replacements and additions in the ordinary course of Seller's business. The Personalty shall include (a) Seller's goodwill, but only with respect to the business of Seller conducted on the Land, (b) Seller's "yellow page" advertisements, (c) transferable utility contracts, (d) transferable telephone exchange numbers, (e) all personal computers hereafter located upon the PremisesLand and the Improvements, or appurtenant thereto, and all construction building equipment, materials and supplies of any nature whatsoever (f) gate access controls expressly excluding any materials and related security equipment supplies used in connection the manufacture of Inventory) owned by Borrower, or in which Borrower has or shall have an interest, now or hereafter located upon the Land and the Improvements, or appurtenant thereto, and accessions thereof and renewals and replacements thereof and substitutions therefor together with Borrower’s interest in, and right to any and all manuals, computer programs, software, databases and other materials relating to the use, mechanical/physical operation or structure of any of the Premises. Notwithstanding foregoing (collectively, the foregoing provisions of this Section 1(C), Buyer shall have a limited irrevocable license to use the name "U-Store-It" in its operation of the Premises for a period of sixty (60) days following Closing (the "License Period"), in order that Buyer may make an orderly transition to Buyer's trade name“Personal Property”; providedit being agreed, however, that Buyer the term “Personal Property” shall indemnify Seller for not include Inventory, Accounts, Deposit Accounts, Documents, General Intangibles (other than as set forth in Section 1.1(m) below), or Investment Property (as such terms are defined in the Uniform Commercial Code)), including the right, title and interest of Borrower in and to any claims of the Personal Property which may be made against Seller resulting from Buyer's wrongful acts relating subject to Buyer's use any security interests, as defined in the Uniform Commercial Code, as adopted and enacted by the state or states where any of the name "U-Store-It"Property is located (the “Uniform Commercial Code”), superior in lien to the lien of this Security Instrument and in the event Buyer is so required to indemnify Seller pursuant to this sentence, then Seller may immediately revoke the license so granted. Following the License Period, Buyer shall remove all signage faces bearing the "U-Store-It" name, proceeds and Seller shall have the right to retrieve same from the Premises, in their then as-is condition. Buyer shall provide Seller with written notice regarding such required removal, and Seller agrees to effect such removal within fourteen (14) days from the earlier to occur products of (i) Seller's receipt of such notice, or (ii) the expiration all of the License Period. Seller shall be entitled to access the Premises as reasonably necessary in connection with such signage removal.above;

Fixtures and Personal Property. All fixturesThe Real Property, furnitureImprovements, carpetingAppurtenances, draperiesRents, building suppliesFixtures, equipmentPersonal Property and all other property of any kind described herein and in which Borrower has granted Lender a security interest is collectively hereinafter referred to as the "Property." TO HAVE AND TO HOLD the foregoing Property and the rights hereby granted for the use and benefit of Lender in fee simple forever. Borrower hereby covenants and warrants with and to Lender that Borrower is indefeasibly seized of the Property and has good right, permitsfull power, licenses and other items lawful authority to convey and encumber all of personal property owned by Seller and presently affixed, attached to, placed or situated upon or relating exclusively the same as aforesaid; that Borrower hereby fully warrants the title to the Land or Improvements Property and used in connection with will defend the ownership same and the validity and priority of the Land lien and encumbrance of this Mortgage against the lawful claims of all persons whomsoever; and Borrower further warrants that the Property is free and clear of all liens and encumbrances of any kind, nature or Improvementsdescription, including without limitation the items described on Exhibit "G" attached hereto save and incorporated herein, and additionally including any assignable permits or warranties to the extent in Seller's possession or otherwise relating to the Premises except only (collectively, the "Personalty"), but specifically excluding, trade names (including, but not limited to, "U-Store-It"), sign faces (not including standards, monuments, and/or poles) containing trade names, computer software located at the Premises, credit card readers and peripheral equipment and any items of personal property owned by any tenants ("Tenants") of the Land or Improvements and any items of personal property owned by third parties and leased to Seller. The Personalty to be conveyed is subject to depletions, replacements and additions in the ordinary course of Seller's business. The Personalty shall include (a) Seller's goodwill, but only with respect to said Real Property, Improvements and Appurtenances) for real property taxes for years subsequent to 2001 (which are not yet due and payable) and those exceptions accepted by Lender as set forth in the business title insurance commitment or proforma policy issued to Lender precedent to the issuance of Seller conducted on a Lender's Policy of Title Insurance insuring the Land, first lien priority of this Mortgage (b) Seller's hereinafter referred to as the "yellow page" advertisements, (c) transferable utility contracts, (d) transferable telephone exchange numbers, (e) all personal computers located upon Permitted Exceptions"). If Borrower shall pay to Lender the PremisesLoan evidenced by the Note, and (f) gate access controls if Borrower shall duly, promptly and related security equipment used in connection fully perform, discharge, execute, effect, complete and comply with the operation and abide by each and every one of the Premises. Notwithstanding the foregoing provisions of this Section 1(C)terms, Buyer shall have a limited irrevocable license to use the name "U-Store-It" in its operation covenants, conditions and agreements of the Premises Note, this Mortgage and all other documents and instruments executed as further evidence of or as security for a period of sixty (60) days following Closing (the "License Period")Loan secured hereby, in order that Buyer may make an orderly transition to Buyer's trade name; providedthen this Mortgage and the estates and interests hereby granted and created shall cease, however, that Buyer shall indemnify Seller for any claims which may terminate and be made against Seller resulting from Buyer's wrongful acts relating to Buyer's use of the name "U-Store-It"null and void, and in the event Buyer is so required to indemnify Seller pursuant to this sentence, then Seller may immediately revoke the license so granted. Following the License Period, Buyer shall remove all signage faces bearing the "U-Store-It" name, and Seller shall have the right to retrieve same from the Premises, in their then as-is condition. Buyer shall provide Seller with written notice regarding such required removal, and Seller agrees to effect such removal within fourteen (14) days from the earlier to occur of (i) Seller's receipt of such notice, or (ii) the expiration of the License Period. Seller shall be entitled to access discharged of record at the Premises as reasonably necessary in connection with such signage removal.expense of Borrower. Borrower, for the benefit of Lender does hereby expressly covenant and agree: