Common use of Security Agreement Clause in Contracts

Security Agreement. This Deed of Trust is both a real property deed of trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).

Security Agreement. This Deed of Trust is both Security Instrument constitutes a real property deed of trust and a "security agreement" within financing statement and, to the meaning extent required under UCC ss.9-402(f) because portions of the Uniform Commercial CodeProperty may constitute fixtures, this Security Instrument is to be filed in the office where a mortgage for the Land would be recorded. The Mortgaged Lender also shall be entitled to proceed against all or portions of the Property includes both real and personal property and all other in accordance with the rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"remedies available under UCC ss.9-501(d). Trustor hereby agrees to execute and deliver to BeneficiaryBorrower is, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of this Security Instrument, deemed to be the Uniform Commercial Code Debtor, and Lender is deemed to be the Secured Party, as those terms are defined and used in the UCC. Borrower agrees that the Indebtedness and Obligations secured by this Security Instrument are further secured by security interests in all of Borrower's right, title and interest in and to fixtures, equipment, and other property covered by the UCC, if any, which are used upon, in, or about the Property (or any part) or which are used by Borrower or any other person in connection with the Property. Borrower grants to Lender a valid and effective first priority security interest, subject to all existing Liens and encumbrances, in all of Borrower's right, title and interest in and to such personal property (but only to the extent permitted in the case of leased personal property), together with all replacements, additions, and proceeds. Borrower agrees that, without the written consent of Lender, which consent shall not be unreasonably withheld, conditioned or any part delayed, no other security interest will be created under the provisions of the Mortgaged UCC and no lease will be entered into with respect to any goods, fixtures, equipment, appliances, or articles of personal property now attached to or used or to be attached to or used in connection with the Property which now or hereafter constitute "fixtures" under except as otherwise permitted hereunder. Borrower agrees that all property of every nature and description covered by the Uniform Commercial Code. Information concerning the lien and charge of this Security Instrument together with all such property and interests covered by this security interest herein granted may be obtained from are encumbered as a unit, and upon and during the parties at the addresses continuance of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occurby Borrower, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoingProperty, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereofLender's option, may be applied by Beneficiary foreclosed upon or sold in the same or different proceedings or at the same or different time, subject to the payment provisions of the Debt in such priority and proportions as Beneficiary in its discretion shall deem properapplicable law. In the event The filing of any change in name, identity financing statement relating to any such property or structure rights or interests shall not be construed to diminish or alter any of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after BeneficiaryLender's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority rights of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations priorities under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)Security Instrument.

Security Agreement. This Deed of Trust is both (i) shall be construed as a Deed of Trust on real property, and (ii) shall also constitute and serve as a “Security Agreement” on personal property deed of trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real , and personal property and all other rights and interests, whether tangible or intangible in nature, shall evidence until the grant of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust shall terminate, a first and prior security interest under the Code as to property within the scope thereof and in the state where the Property is situated with respect to the Service Equipment, fixtures, Contracts, Rents and Leases. To this end, Grantor GRANTS to, has granted GRANTED, BARGAINED, CONVEYED, ASSIGNED, TRANSFERRED and hereby grants to SET OVER, and by these presents does GRANT, BARGAIN, CONVEY, ASSIGN, TRANSFER and SET OVER, unto Trustee and Beneficiary, as security for the Debt, a first and prior security interest and all of Grantor’s right, title and interest in, to, under and with respect to the Service Equipment, fixtures, Contracts, Rents, Leases and Proceeds to secure the full and timely payment of the Notes, and the full and timely performance and discharge of the Liabilities. It is the intent of Grantor, Beneficiary and Trustee that this Deed of Trust encumber all Leases and that all items contained in the Mortgaged Property to definition of “Leases” which are included within the full extent that Code be covered by the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called security interest granted in this Section 18 3; and all items contained in the "Collateral")definition of “Leases” which are excluded from the Code be covered by the provisions of the grant to Trustee herein. Trustor Grantor hereby agrees with Beneficiary to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements “Financing Statements”, as such term is used in the Code, and execute and deliver such further assurances as Beneficiary may may, from time to time time, reasonably consider necessary to create, perfect, and preserve Beneficiary's ’s security interest herein granted, and Secured Parties may cause such statements and assurances to be recorded and filed, as such times and places as may be required or permitted by law to so create, perfect and preserve such security interest. Grantor authorizes Beneficiary to file such Financing Statements describing such parts of the Property as Beneficiary may desire. This Deed of Trust shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code as to all Code. All or any part of the Mortgaged Property which now are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information ; information concerning the security interest herein granted may be obtained from either party at the parties at address of such party set forth herein. For purposes of the security interest herein granted, the addresses of debtor (Grantor) and the parties secured party (Beneficiary) are set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).

Security Agreement. This Deed of Trust Mortgage is both a real property deed of trust mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryMortgagee, as security for the DebtObligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "CollateralCOLLATERAL"). Trustor Mortgagor hereby agrees with Mortgagee to execute and deliver to BeneficiaryMortgagee, in form and substance reasonably satisfactory to BeneficiaryMortgagee, such financing statements and such further assurances as Beneficiary Mortgagee may from time to time time, reasonably consider necessary to create, perfect, and preserve BeneficiaryMortgagee's security interest herein granted. This Deed All or part of Trust the Mortgaged Property is or is to become "fixtures" as defined in the Uniform Commercial Code, and this Mortgage, upon being filed for record in the real estate records of the city or county wherein such fixtures are situated, shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part upon such of the Mortgaged Property which now that is or hereafter constitute "may become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed Mortgage. Mortgagor's chief executive office and principal place of Trustbusiness is the Mortgagor's address set forth in the first paragraph of this Mortgage, and the place where Mortgagor's books and records in respect of where the Mortgaged Property is located are kept is the address of Mortgagor set forth in the first paragraph of this Mortgage. If an Event of Default shall occuroccur which shall remain uncured, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, (including, without limiting limitation, to the generality of the foregoingextent permitted by law, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral). Upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand therefor any and all expensesreasonable expenses (including, including without limitation, reasonable legal expenses and attorneys' fees, ) incurred or paid by Beneficiary Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor in accordance with the provisions hereof Mortgagor at least five ten (510) business days prior to such actionaction or such notice as is otherwise required by law or the Relevant Documents, shall constitute commercially reasonable notice to TrustorMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt Obligations in such priority and proportions as Beneficiary Mortgagee shall determine in its discretion shall deem propersole discretion. In the event of any change in name, identity or structure of any TrustorMortgagor, such Trustor Mortgagor shall notify Beneficiary Mortgagee thereof and and, promptly after Beneficiary's request request, shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryMortgagee's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall materially increase TrustorMortgagor's obligations under the Note, this Deed of Trust and Mortgage or the other Loan Relevant Documents. Trustor Mortgagor hereby irrevocably appoints Beneficiary Mortgagee as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any UCC financing statements (or other statements related documents) signed only by BeneficiaryMortgagee, as Trustor's attorney-in-factsecured party, in connection with the Collateral covered by this Deed Mortgage, such appointment to terminate upon the release of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)this Mortgage.

Security Agreement. This Deed of Trust Mortgage is both a mortgage and grant of real property deed of trust and a "grant of a security interest in personal property, and shall constitute and serve as a “security agreement" ” within the meaning of the Uniform Commercial CodeUCC. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and Mortgagor hereby grants to Beneficiary, as security unto the Mortgagee for the Debt, benefit of the Secured Parties a security interest in and to all the Mortgaged Encumbered Property described in this Mortgage that is not real property, and substantially contemporaneously with the recording of this Mortgage, the Mortgagor has filed or will file UCC financing statements, and will file continuation statements prior to the full extent that lapse thereof, at the Mortgaged Property appropriate offices in the state in which the Premises are located and otherwise may be subject required or advisable to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning perfect the security interest herein granted may be obtained from by this Mortgage in all the parties at Encumbered Property that is not real property. The Mortgagor hereby appoints the addresses of Mortgagee as its true and lawful attorney-in-fact and agent, for the parties set forth Mortgagor and in the first paragraph of this Deed of Trust. If an Event of Default shall occurits name, Beneficiaryplace and stead, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights capacities, to execute any document and remedies granted to a secured party upon default under file the Uniform Commercial Code, including, without limiting same in the generality of appropriate offices (to the foregoing, the right to take possession of the Collateral or any part thereofextent it may lawfully do so), and to take such other measures as Beneficiary may deem perform each and every act and thing requisite and necessary for to be done to perfect the care, protection and preservation of the Collateralsecurity interest hereby granted. Upon request or demand of Beneficiary, Trustor The Mortgagee shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and have all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateralpart of the Encumbered Property that is the subject of a security interest afforded by the UCC in addition to, but not in limitation of, the other rights afforded the Mortgagee hereunder. Any notice of saleThe Mortgagor agrees, disposition or other intended action by Beneficiary with respect to the Collateral sent extent permitted by law, that: (i) all of the goods described within the definition of the word “Personal Property” are or are to Trustor become fixtures on the Land; (ii) this Mortgage upon recording or registration in accordance with the provisions hereof real estate records of the proper office shall constitute a financing statement filed as a “fixture filing” within the meaning of Section 9-502(c) of the UCC; (iii) the Mortgagor is the record owner of the Premises; and (iv) the addresses of Mortgagor and Mortgagee are as set forth in Section 5.02 of this Mortgage. Additionally, this Mortgage shall constitute a financing statement covering fixtures and/or minerals or the like (including oil and gas) and/or accounts resulting from the sale thereof at least five (5) days prior to such actionthe wellhead or minehead and, as such, shall constitute commercially reasonable notice to Trustor. The proceeds be filed for record in the real estate records of any disposition of each county in which the CollateralLand, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)located.

Security Agreement. This Deed of Trust is both a real property deed of trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, constitutes a security interest in agreement under the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the applicable Uniform Commercial Code (said portion of the Mortgaged Property so subject with respect to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements Chattels and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part other of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Codeis personal property. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in In addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all the rights and remedies granted to Beneficiary by other applicable law or hereby, Beneficiary shall have all of the rights and remedies with respect to the Chattels and such other personal property as are granted to a secured party upon default under the applicable Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon Beneficiary's request or demand after an Event of BeneficiaryDefault, Trustor Grantor shall promptly and at its expense assemble the Collateral Chattels and such other personal property and make it the same available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor Grantor, after an Event of Default, shall pay to Beneficiary on demand demand, with interest at the Default Rate, any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the its interest in the Collateral Chattels and such other personal property and in enforcing the its rights hereunder with respect to the Collateralthereto. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral Chattels and such other personal property sent to Trustor Grantor in accordance with the provisions hereof at least five (5) days prior to such action, action shall constitute commercially reasonable notice to TrustorGrantor. The proceeds of any disposition of the Collateralsuch sale or disposition, or any part thereof, may be applied by Beneficiary to the payment of the Debt indebtedness secured hereby in such priority order and proportions as Beneficiary in its discretion shall deem properappropriate. In To the event extent Grantor may lawfully do so and without limiting any rights and/or privileges herein granted to Beneficiary, Grantor agrees that Beneficiary and/or Trustee and any successor Trustee may dispose of any change or all of the Chattels at the same time and place and after giving the same notices provided in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees this Deed in connection with a non-judicial foreclosure sale under the filing terms and recording thereofconditions set forth in Article II, Section 2.01, or III of this Deed. If Beneficiary shall require In this connection, Grantor agrees that the filing sale may be conducted by Trustee or recording successor Trustee; that the sale of additional Uniform Commercial Code forms the real estate and improvements described in this Deed and the Chattels or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording any part thereof, it being understood may be sold separately or together; and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event the Premises and the Chattels or any part thereof are sold together, Beneficiary is a party will not be obligated to such action or proceeding)allocate the consideration received as between the Premises and the Chattels.

Security Agreement. This Deed of Trust Mortgage is both a real property deed of trust mortgage and a "“security agreement" ” within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryMortgagee, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "“Collateral"”). Trustor Mortgagor hereby agrees with Mortgagee to execute and deliver to BeneficiaryMortgagee, in form and substance reasonably satisfactory to BeneficiaryMortgagee, such financing statements and such further assurances as Beneficiary Mortgagee may from time to time time, reasonably consider necessary to create, perfect, and preserve Beneficiary's Mortgagee’s security interest herein granted. This Deed of Trust Mortgage shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code as to all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "fixtures" are to become fixtures under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustMortgage. If an Event of Default shall occur, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryMortgagee after the occurrence and during the continuance of an Event of Default, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place reasonably acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary on Mortgagee within ten (10) Business Days of demand therefor any and all expenses, including legal expenses reasonable attorneys’ fees and attorneys' feesdisbursements, incurred or paid by Beneficiary Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor Mortgagor in accordance with the provisions hereof at least five ten (510) days Business Days prior to such action, shall constitute commercially reasonable notice to TrustorMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt in such priority and proportions as Beneficiary Mortgagee in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorMortgagor, such Trustor Mortgagor shall notify Beneficiary Mortgagee thereof and promptly after Beneficiary's Mortgagee’s request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's Mortgagee’s lien upon and security interest in the Collateral, and shall pay all reasonable expenses and fees in connection with the filing and recording thereof. If Beneficiary Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Mortgagee shall deem reasonably necessary, and shall pay all reasonable expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's Mortgagor’s obligations or decrease Mortgagor’s rights under the Note, this Deed Mortgage and any of Trust and the other Loan Documents. Trustor Mortgagor hereby irrevocably appoints Beneficiary Mortgagee as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryMortgagee, as Trustor's attorney-in-factsecured party, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)Mortgage.

Security Agreement. This Deed of Trust is both (i) shall be construed as a Deed of Trust on real property, and (ii) shall also constitute and serve as a “Security Agreement” on personal property deed of trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real , and personal property and all other rights and interests, whether tangible or intangible in nature, shall evidence until the grant of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust shall terminate, a first and prior security interest under the Code as to property within the scope thereof and in the state where the Property is situated with respect to the Service Equipment, fixtures, Contracts, Rents and Leases. To this end, Grantor GRANTS to, has granted GRANTED, BARGAINED, CONVEYED, ASSIGNED, TRANSFERRED and hereby grants to SET OVER, and by these presents does GRANT, BARGAIN, CONVEY, ASSIGN, TRANSFER and SET OVER, unto Trustee and Beneficiary, as security for the Debt, a first and prior security interest and all of Grantor’s right, title and interest in, to, under and with respect to the Service Equipment, fixtures, Contracts, Rents, Leases and Proceeds to secure the full and timely payment of the Tranche A Notes, and the full and timely performance and discharge of the Liabilities. It is the intent of Grantor, Beneficiary and Trustee that this Deed of Trust encumber all Leases and that all items contained in the Mortgaged Property to definition of “Leases” which are included within the full extent that Code be covered by the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called security interest granted in this Section 18 3; and all items contained in the "Collateral")definition of “Leases” which are excluded from the Code be covered by the provisions of the grant to Trustee herein. Trustor Grantor hereby agrees with Beneficiary to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements “Financing Statements”, as such term is used in the Code, and execute and deliver such further assurances as Beneficiary may may, from time to time time, reasonably consider necessary to create, perfect, and preserve Beneficiary's ’s security interest herein granted, and Tranche A Lenders may cause such statements and assurances to be recorded and filed, as such times and places as may be required or permitted by law to so create, perfect and preserve such security interest. Grantor authorizes Beneficiary to file such Financing Statements describing such parts of the Property as Beneficiary may desire. This Deed of Trust shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code as to all Code. All or any part of the Mortgaged Property which now are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information ; information concerning the security interest herein granted may be obtained from either party at the parties at address of such party set forth herein. For purposes of the security interest herein granted, the addresses of debtor (Grantor) and the parties secured party (Beneficiary) are set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).

Security Agreement. (a) This Deed of Trust Agreement is both a real property deed of trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustUCC. If an Event of Default shall occur, BeneficiaryLender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial CodeUCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryLender following an Event of Default, Trustor shall Borrower shall, at its expense expense, assemble the Collateral and make it available to Beneficiary Lender at a convenient place acceptable to BeneficiaryLender. Trustor Borrower shall pay to Beneficiary Lender on demand any and all expenses, including reasonable legal expenses and attorneys' feesfees and all transfer taxes, incurred or paid by Beneficiary Lender in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Lender with respect to the Collateral sent given to Trustor Borrower in accordance with the provisions hereof at least five shall be commercially reasonable. (5b) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor Borrower hereby irrevocably appoints Beneficiary Lender as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryLender, as Trustor's attorney-in-factsecured party, or, to the extent permitted under the UCC, unsigned, in connection with the Collateral covered by this Deed Agreement. (c) Borrower will furnish to Lender from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as Lender may reasonably request, all in reasonable detail. (d) The powers conferred on Lender hereunder are solely to protect Lender's interest in the Collateral and shall not impose any duty upon it to exercise any such powers. Except for the safe custody of Trust. Notwithstanding any Collateral in its possession and the foregoingaccounting for moneys actually received by it hereunder, Trustor Lender shall appear have no duty (and defend in neither Lender nor any of its partners, members, officers, directors, employees or agents shall be responsible to Borrower for any act or failure to act) as to any Collateral, as to ascertaining or taking action with respect to calls, conversions, exchanges, maturities, tenders or proceeding which affects or purports other matters relating to affect the Mortgaged Property and any interest or right thereinCollateral, whether or not Lender has or is deemed to have knowledge of such proceeding affects title matters, or as to the taking of any necessary steps to preserve rights against any parties or any other rights pertaining to any Collateral. Lender shall be deemed to have exercised reasonable care in the Mortgaged Property (custody and preservation of any Collateral in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary its possession if such Collateral is a party accorded treatment substantially equal to such action or proceeding)that which it accords its own property.

Security Agreement. This Deed Mortgage is hereby deemed to be as well a Security Agreement for the purpose of Trust is both creating hereby a real property deed of trust security interest securing the indebtedness secured hereby in and a "security agreement" within to the meaning Personal Property. Without derogating any of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interestsprovisions of this Mortgage, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust has granted and hereby Mortgage: (a) grants to Beneficiary, as security for the Debt, Mortgagee a security interest in all of Mortgagor's right, title and interest in and to all Personal Property, including, but not limited to, the Mortgaged items referred to above, together with all additions, accessions and substitutions and all similar property hereafter acquired and used or obtained for use on, or in connection with the Property. The Personal Property and all proceeds thereof are intended to be secured hereby; however, such intent shall never constitute an express or implied consent on the part of Mortgagee to the full extent that the Mortgaged Property may be sale of any or all Personal Property; (b) agrees that, subject to the Uniform Commercial Code (said portion limitations contained in Section 5.18 of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to BeneficiaryMortgage, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein hereby granted may be obtained from by this Mortgage shall secure the parties at the addresses payment of the parties set forth in Obligations; (c) agrees not to sell, convey, Mortgage or grant a security interest in, or otherwise dispose of or encumber, any of the Personal Property or any of the Mortgagee's right, title or interest therein except as permitted by the Credit Agreement without first paragraph securing Mortgagee's written consent; (d) agrees that upon or after the occurrence of this Deed of Trust. If an any Event of Default shall occurunder this Mortgage, Beneficiary, in addition to any other rights and remedies which it may have, Mortgagee shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under by law and more particularly the Uniform Commercial Code, including, without limiting the generality of the foregoingbut not limited to, the right to take possession of the Collateral Personal Property, and for this purpose may enter upon any premises on which any or all of the Personal Property is situated without being deemed guilty of trespass and without liability for damages thereby occasioned (except for damages caused by Mortgagee's gross negligence or wilful misconduct), and take possession of and operate said Personal Property or remove it therefrom. Mortgagee shall have the further right to take any part thereofaction it deems necessary, appropriate or desirable, at its option and in its discretion, to repair, refurbish or otherwise prepare the Personal Property for sale, lease or other use or disposition, and to take such other measures as Beneficiary may deem necessary for sell at public or private sales or otherwise dispose of, lease or utilize the carePersonal Property and any part thereof in any manner authorized or permitted by law and to apply the proceeds thereof, protection subject to the limitations set forth in Section 5.18 of this Mortgage, toward payment of any costs and preservation expenses, to the extent permitted by law, thereby incurred by Mortgagee and, subject to the limitations set forth in Section 5.18 of this Mortgage, toward payment of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any Obligations and all expensesother indebtedness described in this Mortgage, including legal expenses in such order and attorneys' feesmanner as is provided in Section 4.03 hereof. To the extent permitted by law, incurred and only to the extent Mortgagor has waived any of the following under that certain Subsidiary Security Agreement of even date herewith by and between Mortgagor and Mortgagee, Mortgagor expressly waives any notice of sale or paid other disposition of the Personal Property and any other rights or remedies of a debtor or formalities prescribed by Beneficiary in protecting law relative to a sale or disposition of the interest Personal Property or to exercise any other right or remedy existing after default hereunder; and to the extent any notice is required and cannot be waived, Mortgagor agrees that if such notice is deposited for mailing, postage prepaid, certified mail or registered mail, return receipt requested, to Mortgagor at the address designated in the Collateral first page of this Mortgage at least fifteen (15) days before the time of sale or disposition, such notice shall be deemed reasonable and in enforcing the rights hereunder shall fully satisfy any requirements for giving of said notice; provided that if Mortgagor has furnished Mortgagee with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor a change of address in accordance with Section 5.01, then any such notice shall not be reasonable unless sent to the provisions hereof at least five new address; (5e) days prior agrees, to such actionthe extent permitted by law and without limiting any rights and privileges herein granted to Mortgagee, shall constitute commercially reasonable notice to Trustor. The proceeds that Mortgagee may dispose of any disposition or all of the CollateralPersonal Property at the same time and place upon giving the same notice provided for in this Mortgage, and in the same manner as the non-judicial foreclosure sale provided under the terms and conditions of this Mortgage; and (f) authorizes Mortgagee to file, in the jurisdiction where this Mortgage will be given effect, financing statements including renewal or any part confirmation thereof, may be applied by Beneficiary covering the Personal Property; and at the request of Mortgagee, Mortgagor will join Mortgagee in executing one or more such financing statement including renewal or confirmation thereof, pursuant to the payment of the Debt Code in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary a form reasonably satisfactory to maintain the priority of Beneficiary's lien upon and security interest in the CollateralMortgagee, and shall will pay the cost of filing the same in all expenses public offices at any time and fees in connection with the filing and recording thereof. If Beneficiary shall require the from time to time wherever Mortgagee deems filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing statements including renewal or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by confirmation thereof or of this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action instrument to be desirable or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)necessary.

Security Agreement. This Deed of Trust Mortgage is both a real property mortgage or deed of trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryMortgagee, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 section the "Collateral"). Trustor Mortgagor hereby agrees with Mortgagee to execute and deliver to BeneficiaryMortgagee, in form and substance reasonably satisfactory to BeneficiaryMortgagee, such financing statements and such further assurances as Beneficiary Mortgagee may from time to time time, reasonably consider necessary to create, perfect, and preserve BeneficiaryMortgagee's security interest herein granted. This Deed of Trust Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all Code. All or any part of the Mortgaged Property which now are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustMortgage. If an Event of Default shall occur, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereofthereof , and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor Mortgagor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to TrustorMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt in such priority and proportions as Beneficiary Mortgagee in its discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorMortgagor, such Trustor Mortgagor shall notify Beneficiary Mortgagee thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryMortgagee's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase TrustorMortgagor's obligations under the Note, this Deed of Trust Mortgage and the other Loan Documents. Trustor Mortgagor hereby irrevocably appoints Beneficiary Mortgagee as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryMortgagee, as TrustorMortgagor's attorney-in-fact, in connection with the Collateral covered by this Deed of TrustMortgage. Notwithstanding the foregoing, Trustor Mortgagor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor Mortgagor shall fully cooperate with Beneficiary Mortgagee in the event Beneficiary Mortgagee is a party to such action or proceeding).

Security Agreement. (a) This Deed of Trust is both a real property deed of trust mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Borrower in the Mortgaged Trust Property. Trustor Borrower by executing and delivering this Deed of Trust has granted and hereby grants to BeneficiaryLender and Trustee, as security for the Debt, a security interest in the Mortgaged Trust Property to the full extent that the Mortgaged Trust Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Trust Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "CollateralCOLLATERAL"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to Code. As such, this Deed of Trust covers all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. . (b) If an Event of Default shall occur, BeneficiaryLender and Trustee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Lender or Trustee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryLender or Trustee, Trustor Borrower shall at its expense assemble the Collateral and make it available to Beneficiary Lender and Trustee at a convenient place acceptable to BeneficiaryLender. Trustor Borrower shall pay to Beneficiary Lender and Trustee on demand any and all expenses, including legal expenses and attorneys' feesfees and disbursements, incurred or paid by Beneficiary Lender and Trustee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Lender and Trustee with respect to the Collateral sent to Trustor Borrower in accordance with the provisions hereof at least five ten (510) days Business Days prior to such action, shall constitute commercially reasonable notice to TrustorBorrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Lender to the payment of the Debt in such priority and proportions as Beneficiary Lender in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorBorrower, such Trustor Borrower shall notify Beneficiary Lender and Trustee thereof and promptly after Beneficiary's request shall executeexecute (if necessary), file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryLender's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Borrower shall, promptly after request, executeexecute (if necessary), file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase TrustorBorrower's obligations under the Note, this Deed of Trust and any of the other Loan Documents. Trustor Borrower hereby irrevocably appoints Beneficiary Lender as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryLender, as Trustor's attorney-in-factsecured party, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).

Security Agreement. This Deed of Trust Mortgage is both a real property deed of trust mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryMortgagee, as security for the DebtObligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "CollateralCOLLATERAL"). Trustor Mortgagor hereby agrees with Mortgagee to execute and deliver to BeneficiaryMortgagee, in form and substance reasonably satisfactory to BeneficiaryMortgagee, such financing statements and such further assurances as Beneficiary Mortgagee may from time to time time, reasonably consider necessary to create, perfect, and preserve BeneficiaryMortgagee's security interest herein granted. This Deed All or part of Trust the Mortgaged Property is or is to become "FIXTURES" as defined in the Uniform Commercial Code, and this Mortgage, upon being filed for record in the real estate records of the city or county wherein such fixtures are situated, shall also constitute a "fixture filingFIXTURE FILING" for the purposes of the Uniform Commercial Code as to all or any part upon such of the Mortgaged Property which now that is or hereafter constitute "may become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed Mortgage. Mortgagor's chief executive office and principal place of Trustbusiness is the Mortgagor's address set forth in the first paragraph of this Mortgage, and the place where Mortgagor's books and records in respect of where the Mortgaged Property is located are kept is the address of Mortgagor set forth in the first paragraph of this Mortgage. If an Event of Default shall occuroccur which shall remain uncured, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, (including, without limiting limitation, to the generality of the foregoingextent permitted by law, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral). Upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand therefor any and all expensesreasonable expenses (including, including without limitation, reasonable legal expenses and attorneys' fees, ) incurred or paid by Beneficiary Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor in accordance with the provisions hereof Mortgagor at least five ten (510) business days prior to such actionaction or such notice as is otherwise required by law or the Relevant Documents, shall constitute commercially reasonable notice to TrustorMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt Obligations in such priority and proportions as Beneficiary Mortgagee shall determine in its discretion shall deem propersole discretion. In the event of any change in name, identity or structure of any TrustorMortgagor, such Trustor Mortgagor shall notify Beneficiary Mortgagee thereof and and, promptly after Beneficiary's request request, shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryMortgagee's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).recording

Security Agreement. This With respect to the items of personal property and fixtures referred to and described in the Granting Clause of this Deed of Trust and included as part of the Trust Premises, this Deed of Trust is both hereby made and declared to be a real security agreement encumbering each and every item of personal property deed and fixtures now or hereafter owned by Trustor and included herein as a part of trust and a "security agreement" within the meaning Trust Premises, in compliance with the provisions of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Code as enacted in the Mortgaged PropertyState. Trustor by executing In this respect (and delivering notwithstanding the conveyance to the Trustee rather than directly to the Beneficiary as provided in this Deed of Trust has granted and hereby Trust), Trustor, as "Debtor", expressly grants to Beneficiary, as security for the Debt"Secured Party", a security interest in the Mortgaged Property and to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion all of the Mortgaged Property so subject property now or hereafter owned by Trustor which constitutes the personal property and fixtures hereinabove referred to the Uniform Commercial Code being called and described in this Section 18 Deed of Trust, including all extensions, accessions, additions, improvements, betterments, renewals, replacements and substitutions thereof or thereto, and all proceeds from the "Collateral")sale or other disposition thereof. Trustor hereby agrees that Beneficiary may file this Deed of Trust, or a reproduction thereof, in the real estate records or other appropriate index, as, and this Deed of Trust shall be deemed to be, a financing statement filed as a fixture filing in accordance with the laws of the State. Any reproduction of this Deed of Trust or of any other security agreement or financing statement executed by Trustor shall be sufficient as a financing statement. In addition, Trustor agrees to execute and deliver to Beneficiary, upon Beneficiary's request, any other security agreement and financing statements, as well as extensions, renewals, and amendments thereof, and reproductions of this Deed of Trust, in such form and substance as Beneficiary may reasonably satisfactory require to Beneficiary, perfect a security interest with respect to said items. Trustor shall pay all costs of filing such financing statements and such further assurances as any extensions, renewals, amendments and releases thereof, and shall pay all reasonable costs and expenses of any record searches for financing statements Beneficiary may from time to time reasonably consider necessary to create, perfectrequire. Except as is provided in the Credit Agreement, and preserve except for the Permitted Encumbrances, without the prior written consent of Beneficiary, Trustor shall not create or suffer to be created pursuant to the Uniform Commercial Code any other security interest in the above-described personal property and fixtures, including any replacements and additions thereto. Upon the occurrence and continuance of an Event of Default under this Deed of Trust, the Beneficiary shall have and shall be entitled to exercise any and all of the rights and remedies (i) as prescribed in this Deed of Trust, or (ii) as prescribed by general law, or (iii) as prescribed by the specific statutory provisions now or hereafter enacted and specified in said Uniform Commercial Code, all at Beneficiary's sole election. Trustor and Beneficiary agree that the filing of any financing statements in the records normally having to do with personal property shall not in any way affect the agreement of Trustor and Beneficiary that everything located in, on or about, or used or intended to be used with or in connection with the use, operation or enjoyment of, the Trust Premises, which is described or reflected as a fixture in this Deed of Trust, is, and at all times and for all purposes and in all proceedings, both legal and equitable, shall be, regarded as part of the Real Estate conveyed hereby. Trustor warrants that Trustor's name, identity and address are as set forth herein. The mailing address of the Beneficiary from which information may be obtained concerning the security interest created herein grantedis also set forth herein. This information hereof is provided in order that this Deed of Trust shall also constitute a "fixture filing" for comply with the purposes requirements of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth enacted in the first paragraph of this Deed of TrustState for instruments to be filed as financing statements. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in In accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition laws of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the NoteState, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary shall remain effective as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by a fixture filing until this Deed of Trust. Notwithstanding Trust is released or satisfied of record or its effectiveness otherwise terminates as to the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)Trust Premises.

Security Agreement. This Deed of Trust is both The Mortgage constitutes a real property deed of trust and a "security agreement" within the meaning of agreement under the Uniform Commercial Code. The Mortgaged Property includes both real Code and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, creates a security interest in all fixtures and equipment and other personal property (and the Mortgaged Property proceeds thereof) now or hereafter affixed to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said or constituting a portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral")Premises. Trustor hereby agrees to execute Mortgagor shall execute, deliver, file and deliver to Beneficiaryrefile any financing statement, in form and substance reasonably satisfactory to Beneficiarycontinuation statements, such financing statements and such further assurances as Beneficiary or other security agreements Mortgagee may require from time to time reasonably consider necessary to createconfirm the lien of the Mortgage with respect to such property. ANTI-MARSHALLING. The Mortgagee may resort for the payment of any indebtedness, perfectliability, or obligation secured hereby to its several securities therefor, in such order and manner as it may see fit, and preserve Beneficiary's security interest herein granted. This Deed the Mortgagee may maintain an action to foreclose the Mortgage notwithstanding the pendency of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as any action to all or recover any part of the Mortgaged Property which now indebtedness secured hereby, or hereafter constitute "fixtures" under the Uniform Commercial Coderecovery of any judgment in such action. Information concerning The Mortgagee shall not be required during the security interest herein granted may be obtained from pendency of any action to foreclose the parties at the addresses Mortgage, to obtain leave of any court in order to commence or maintain any other action to recover any part of the parties set forth indebtedness secured hereby. The Mortgagee shall also have the right in the first paragraph event of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting Mortgage or the generality obligation secured hereby to proceed against any or all interests of the foregoing, Mortgagor and the Mortgagor agrees that the Mortgagee shall have the right to take possession of the Collateral or any part thereof, and elect in writing not to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and cut off any interest or right therein, whether such proceeding affects title or that any other rights in the Mortgaged Property (Mortgagor might have and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party that Mortgagee shall so elect, ▇▇▇▇▇▇▇▇▇ agrees that all of its duties and obligations as to such action or proceeding)interest shall continue.

Security Agreement. This Deed of Trust Security Instrument is both a real property deed of trust mortgage and a "“security agreement" ” within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor by By executing and delivering this Deed of Trust has granted and Security Instrument, Mortgagor hereby grants to BeneficiaryMortgagee, as security for the DebtObligations (hereinafter defined), a security interest in the Mortgaged Fixtures, the Equipment, the Personal Property and other property constituting the Property to the full extent that the Mortgaged Fixtures, the Equipment, the Personal Property and such other property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "“Collateral"”). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occuroccur and be continuing, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryMortgagee after the occurrence and during the continuance of an Event of Default, Trustor Mortgagor shall, or shall cause ESBC to, at its expense expense, assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place (at the Land if tangible property) reasonably acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand any and all expenses, including reasonable legal expenses and attorneys' ’ fees, incurred or paid by Beneficiary Mortgagee in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the CollateralCollateral after the occurrence and during the continuance of an Event of Default. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor Mortgagor in accordance with the provisions hereof at least five ten (510) days Business Days prior to such action, shall shall, except as otherwise provided by applicable law, constitute commercially reasonable notice to TrustorMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may may, except as otherwise required by applicable law, be applied by Beneficiary Mortgagee to the payment of the Debt in such priority and proportions as Beneficiary Mortgagee in its discretion shall deem proper. In the event The principal place of any change in name, identity or structure business of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms Mortgagor (Debtor) is as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust set forth on page one hereof and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary address of Mortgagee (Secured Party) is as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office set forth on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)page one hereof.

Security Agreement. This Deed of Trust is both a real property deed of trust and a "“security agreement" ” within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Grantor in the Mortgaged Property. Trustor by By executing and delivering this Deed of Trust Trust, Grantor has granted and hereby thereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said such portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "“Collateral"”). Trustor Grantor hereby agrees with Beneficiary to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and perfect or preserve Beneficiary's ’s security interest herein therein granted. This Deed of Trust shall also be effective as a financing statement covering any other property and may be filed in any other appropriate filing or recording office. This Deed of Trust shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code as to all Code. All or any part of the Mortgaged Property which now are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, Code including, without limiting the generality of the foregoinglimitation, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor Grantor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiarythe Land. Trustor Borrower shall pay to Beneficiary on demand any and all expenses, including legal expenses and Beneficiary’s reasonable attorneys' ’ fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor Grantor in accordance with the provisions hereof at least five ten (510) days prior to such action, shall constitute commercially reasonable notice to TrustorGrantor. The To the extent permitted by applicable law, the proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustorentity comprising Grantor, such Trustor Grantor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's ’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).recording

Security Agreement. To the extent that any of the Collateral may be determined to be personal property, Grantor as debtor hereby grants Holders and Beneficiary as agent for the Holders as secured party a security interest in all such personal property or fixtures to secure payment and performance of the Secured Obligations (defined below). This Deed of Trust is both constitutes a real property deed of trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject financing statement and fixture filing pursuant to the Uniform Commercial Code (said portion of the Mortgaged Property so subject with respect to the any and all property now or hereafter described in any Uniform Commercial Code being called in this Section 18 Financing Statement naming Grantor as Debtor and Beneficiary as Secured Party affecting or related to the "Collateral")use and enjoyment of the Property. Trustor hereby Grantor agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such that it will not terminate or amend any financing statements and such further assurances filed in connection with the Secured Obligations (as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve hereinafter defined) without Beneficiary's security interest herein grantedprior consent. This Deed of Trust shall also constitute a "fixture filing" The remedies for the purposes any violation of the Uniform Commercial Code covenants, terms and conditions of the agreements herein contained shall be (a) as prescribed herein, or (b) by general law, or (c) as to all or any such part of the Mortgaged Property security which is also reflected in any such Financing Statement by the specific statutory consequences now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth enacted and specified in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting all at Beneficiary's sole election. Grantor and Beneficiary agree that the generality filing of such a Financing Statement in the records normally having to do with personal property shall never be construed as in anywise derogating from or impairing this declaration and hereby stated intention of the foregoingparties hereto, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees that everything used in connection with the filing and recording thereof. If Beneficiary shall require production of income from the filing or recording property that is the subject of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing and/or adapted for use therein and/or which is described or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, reflected in connection with the Collateral covered by this Deed of Trust. Notwithstanding Trust is, and at all times and for all purposes and in all proceedings both legal or equitable shall be, regarded as part of the foregoingreal estate irrespective of whether (a) any such item is physically attached to the improvements, Trustor shall appear and defend (b) serial numbers are used for the better identification of certain equipment items capable of being thus identified in any action list filed with the Beneficiary, or proceeding which affects (c) any such item is referred to or purports to affect the Mortgaged Property and reflected in any interest or right therein, whether such proceeding affects title or Financing Statement so filed at any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)time.

Security Agreement. This Deed of Trust Mortgage is both a real property mortgage or deed of trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryMortgagee, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "Collateral"). Trustor Mortgagor hereby agrees with Mortgagee to execute and deliver to BeneficiaryMortgagee, in form and substance reasonably satisfactory to BeneficiaryMortgagee, such financing statements and such further assurances as Beneficiary Mortgagee may from time to time time, reasonably consider necessary to create, perfect, and preserve BeneficiaryMortgagee's security interest herein granted. This Deed of Trust Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all Code. All or any part of the Mortgaged Property which now are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustMortgage. If an Event of Default shall occur, BeneficiaryMortgagee, in addition to any other rights and remedies which it they may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor Mortgagor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to TrustorMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt in such priority and proportions as Beneficiary Mortgagee in its discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorMortgagor, such Trustor Mortgagor shall notify Beneficiary Mortgagee thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryMortgagee's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase TrustorMortgagor's obligations under the Note, this Deed of Trust Mortgage and the other Loan Documents. Trustor Mortgagor hereby irrevocably appoints Beneficiary Mortgagee as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryMortgagee, as TrustorMortgagor's attorney-in-fact, in connection with the Collateral covered by this Deed of TrustMortgage. Notwithstanding the foregoing, Trustor Mortgagor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects effects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor Mortgagor shall fully cooperate with Beneficiary Mortgagee in the event Beneficiary Mortgagee is a party to such action or proceeding).

Security Agreement. (a) This Deed of Trust Agreement is both a real property deed of trust and a "“security agreement" ” within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustUCC. If an Event of Default shall occur, BeneficiaryLender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial CodeUCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryLender following an Event of Default, Trustor shall Borrower shall, at its expense expense, assemble the Collateral and make it available to Beneficiary Lender at a convenient place acceptable to BeneficiaryLender. Trustor Borrower shall pay to Beneficiary Lender on demand any and all expenses, including reasonable legal expenses and attorneys' fees’ fees and all transfer taxes, incurred or paid by Beneficiary Lender in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Lender with respect to the Collateral sent given to Trustor Borrower in accordance with the provisions hereof at least five ten (510) days prior to such action, action shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor Borrower. (b) Borrower hereby irrevocably appoints Beneficiary Lender as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryLender, as Trustor's attorney-in-factsecured party, or, to the extent permitted under the UCC, unsigned, in connection with the Collateral covered by this Deed Agreement. (c) Borrower will furnish to Lender from time to time statements and schedules further identifying and describing the Collateral and such other reports in connection with the Collateral as Lender may reasonably request, all in reasonable detail. (d) The powers conferred on Lender hereunder are solely to protect Lender’s interest in the Collateral and shall not impose any duty upon it to exercise any such powers. Except for the safe custody of Trust. Notwithstanding any Collateral in its possession and the foregoingaccounting for moneys actually received by it hereunder, Trustor Lender shall appear have no duty (and defend in neither Lender nor any of its officers, directors, employees or agents shall be responsible to Borrower for any act or failure to act) as to any Collateral, as to ascertaining or taking action with respect to calls, conversions, exchanges, maturities, tenders or proceeding which affects or purports other matters relating to affect the Mortgaged Property and any interest or right thereinCollateral, whether or not Lender has or is deemed to have knowledge of such proceeding affects title matters, or as to the taking of any necessary steps to preserve rights against any parties or any other rights pertaining to any Collateral. Lender shall be deemed to have exercised reasonable care in the Mortgaged Property (custody and preservation of any Collateral in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary its possession if such Collateral is a party accorded treatment substantially equal to such action or proceeding)that which it accords its own property.

Security Agreement. This Deed of Trust Mortgage is both a real property deed of trust mortgage and a "“security agreement" ” within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Borrower in the Mortgaged Property. Trustor Borrower by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryLender, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 section the "“Collateral"”). Trustor Borrower hereby agrees with Lender to execute and deliver to BeneficiaryLender, in form and substance reasonably satisfactory to BeneficiaryLender, such financing statements and such further assurances as Beneficiary Lender may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's Lender’s security interest herein granted. This Deed of Trust Mortgage shall also constitute a "“fixture filing" ”, with Borrower as debtor and Lender as secured party, for the purposes of the Uniform Commercial Code as to all Code. All or any part of the Mortgaged Property which now is or hereafter constitute "is to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustMortgage. If an Event of Default shall occur, BeneficiaryLender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, thereof and to take such other measures as Beneficiary Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryLender, Trustor Borrower shall at its expense assemble the Collateral and make it available to Beneficiary Lender at a convenient place acceptable to BeneficiaryLender. Trustor Borrower shall pay to Beneficiary Lender on demand any and all expenses, including legal expenses and attorneys' ’ fees, incurred or paid by Beneficiary Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Lender with respect to the Collateral sent to Trustor Borrower in accordance with the provisions hereof at least five (5) days prior to such action, action shall constitute commercially reasonable notice to TrustorBorrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Lender to the payment of the Debt in such priority and proportions as Beneficiary Lender in its discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorBorrower, such Trustor Borrower shall notify Beneficiary Lender thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's Lender’s lien upon and security interest in the Collateral, Collateral and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Borrower shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Lender shall deem necessary, reasonably necessary and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's Borrower’s obligations under the Note, this Deed of Trust Mortgage and the other Loan Documents. Trustor Borrower hereby irrevocably appoints Beneficiary Lender as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryLender, as Trustor's Borrower’s attorney-in-fact, in connection with the Collateral covered by this Deed of TrustMortgage. Notwithstanding the foregoing, Trustor Borrower shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor Borrower shall fully cooperate with Beneficiary Lender in the event Beneficiary Lender is a party to such action or proceeding).

Security Agreement. This Deed of Trust is both Mortgage constitutes a real property deed of trust and a "security agreement" within agreement under the meaning of the New Jersey Uniform Commercial Code. The Mortgaged Property includes both real , and the Mortgagor hereby grants to the Mortgagee a security interest in all furniture, fixtures, equipment and personal property and all other rights machinery, appliances, furnishings, tools and interestsbuilding materials now owned or hereafter acquired by the Mortgagor, whether tangible and installed or intangible to be installed in nature, of Trustor or on the Mortgaged Premises and used or to be used in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion management or operation of the Mortgaged Property so subject to Premises, and all substitutions, replacements, additions and accessions thereto, together with all cash and non-cash proceeds thereof. The Mortgagor shall execute, deliver, file and refile any financing statements, continuation statements, or other security agreements that the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary Mortgagee may require from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for confirm the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph lien of this Deed of TrustMortgage with respect to such property. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without Without limiting the generality of the foregoing, the right Mortgagor hereby irrevocably constitutes and appoints the Mortgagee with full power of substitution, as its true and lawful attorney-in-fact with full irrevocable power and authority (coupled with an interest) in the place and stead of such Mortgagor and in the name of such Mortgagor or in the Mortgagee's own name, for the Mortgagee to take possession execute, deliver and file such instruments for and on behalf of the Collateral Mortgagor. Notwithstanding any release of any or any part thereofall of that property included in the Mortgaged Premises which is deemed "real property", and proceedings to take such other measures foreclose this Mortgage or its satisfaction of record, the terms hereof shall survive as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder security agreement with respect to the Collateral. Any notice of sale, disposition security interest created hereby and referred to above until the repayment or other intended action by Beneficiary with respect to the Collateral sent to Trustor satisfaction in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition full of the Collateral, or any part thereof, may be applied by Beneficiary to the payment obligations of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms Mortgagor as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing now or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)hereafter secured hereby.

Security Agreement. This Deed of Trust Security Instrument is both a real property deed of trust Security Instrument and a "“security agreement" ” within the meaning of the Uniform Commercial CodeUCC. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Borrower in the Mortgaged Property. Trustor Borrower by executing and delivering this Deed of Trust Security Instrument has granted and hereby grants to BeneficiaryMortgagee, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code UCC (said such portion of the Mortgaged Property so subject to the Uniform Commercial Code UCC being called in this Section 18 paragraph the "“Collateral"”). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust Security Instrument shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code as to UCC. As such, this Security Instrument covers all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustSecurity Instrument. If an Event of Default shall occuroccur and be continuing, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial CodeUCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon During the continuance of an Event of Default, upon request or demand of BeneficiaryMortgagee, Trustor Borrower shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place in New York reasonably acceptable to BeneficiaryMortgagee. Trustor Borrower shall pay to Beneficiary on Mortgagee within five (5) Business Days of promptly following written demand any and all expenses, including legal expenses reasonable attorneys’ fees and attorneys' feesdisbursements, incurred or paid by Beneficiary Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the CollateralCollateral (but excluding special, punitive, or consequential damages, unless asserted against Borrower by a third party). Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral Collateral, sent to Trustor Borrower in accordance with the provisions hereof at least five ten (510) days Business Days prior to such action, shall constitute commercially reasonable notice to TrustorBorrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt in such priority and proportions as Beneficiary Mortgagee in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorBorrower, such Trustor Borrower shall notify Beneficiary Mortgagee thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code UCC forms as are necessary to maintain the priority of Beneficiary's Mortgagee’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Mortgagee shall require the filing or recording of additional Uniform Commercial Code UCC forms or continuation statements, Trustor Borrower shall, promptly after request, execute, file and record such Uniform Commercial Code UCC forms or continuation statements as Beneficiary Mortgagee reasonably shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's Borrower’s obligations or decrease Borrower’s rights under the Note, this Deed of Trust and the other Loan Documents. Trustor Borrower hereby irrevocably appoints Beneficiary Mortgagee as its attorney-in-factattorney‑in‑fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiarynaming Mortgagee, as Trustor's attorney-in-factsecured party, and Borrower, as debtor, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)Security Instrument.

Security Agreement. This Deed of Trust is both a real property deed of trust and a "“security agreement" ” within the meaning of the Uniform Commercial Code. The Mortgaged Trust Property includes both real and personal property and all other assets, rights and interests, whether tangible or intangible in nature, including all proceeds and products thereof, and all supporting obligations ancillary to or arising in any way in connection therewith, of Trustor in the Mortgaged Trust Property. It is the intent of Trustor, Beneficiary, and Trustee that the lien and security interest granted in this Deed of Trust encumber all Leases and that all items contained in the definition of “Leases” which are included within the Uniform Commercial Code be covered by the security interest granted in this Paragraph 27; and all items contained in the definition of “Leases” which are excluded from the Uniform Commercial Code be covered by the grant of a deed of trust lien against the Trust Property contained in this Deed of Trust. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to BeneficiaryBeneficiary and Trustee, as security for the Debt, a security interest in the Mortgaged Trust Property to the full extent that the Mortgaged Trust Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Trust Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "“Collateral"”). Trustor hereby agrees with Beneficiary to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements statements, financing statement amendments and such further assurances as Beneficiary may from time to time time, reasonably consider necessary to create, perfect, and preserve Beneficiary's ’s security interest herein granted. This Deed of Trust shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code as to Code. As such, this Deed of Trust covers all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occuroccur that is then continuing, BeneficiaryBeneficiary and Trustee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary or Trustee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryBeneficiary or Trustee, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary and Trustee at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary and Trustee on demand any and all expenses, including legal expenses fees and attorneys' feesdisbursements, incurred or paid by Beneficiary and Trustee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary and Trustee with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor; provided that if Beneficiary fails to comply with this sentence in any respect, its liability for such failure shall be limited to the liability (if any) imposed on it as a matter of law under the Uniform Commercial Code. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its sole discretion shall deem proper. In the event Beneficiary may comply with any applicable state or federal law or regulatory requirements in connection with a disposition of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and such compliance will not be considered or deemed to affect adversely the commercial reasonableness of any sale of the Collateral. Beneficiary may sell the Collateral without giving any warranties as to the Collateral, and specifically disclaim any warranties of title, merchantability, fitness for a specific purpose or the like, and this procedure will not be considered or deemed to affect adversely the commercial reasonableness of any sale of the Collateral. Trustor acknowledges that a private sale of the Collateral may result in less proceeds than a public sale, and Trustor acknowledges that the Collateral may be sold at a loss to Trustor, and that, in such event, Beneficiary shall pay all expenses and fees in connection with the filing and recording thereofhave no liability or responsibility to Trustor or any other party for such loss. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms financing statements, amendments thereto or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms financing statements, amendments thereto or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's ’s obligations under the Note, this Deed of Trust and or any of the other Loan Documents. Trustor hereby authorizes Beneficiary at any time and from time to time to file any initial financing statements, amendments thereto and continuation statements with or without the signature of Trustor as authorized by applicable law, including any statements describing the collateral as being all assets of Trustor, it being acknowledged that all such assets subject to the Uniform Commercial Code are intended to be included in the Collateral. For purposes of such filings, Trustor agrees to furnish promptly any information reasonably requested by Beneficiary. Trustor also hereby ratifies its authorization for Beneficiary to have filed any like initial financing statements, amendments thereto or continuation statements if filed prior to the date of this Deed of Trust. Trustor hereby irrevocably appoints Beneficiary and any officer or agent of Beneficiary, with full power of substitution, as its true and lawful attorney-in-fact, coupled with an interest upon interest, with full irrevocable power and authority in the place and stead of Trustor or in Trustor's failure ’s name to do so within five (5) Business Days after request by Beneficiaryexecute in Trustor’s name any such documents and to otherwise carry out the purposes of this Paragraph, to file with the appropriate public office on its behalf any financing or other statements signed only extent that Trustor’s authorization above is deemed not to be sufficient as a matter of law. To the extent permitted by Beneficiarylaw, as Trustor's attorneyTrustor hereby ratifies all acts said attorneys-in-factfact shall lawfully do, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights have done in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary past or cause to be done in the event Beneficiary is a party to such action or proceeding)future by virtue hereof.

Security Agreement. This Deed (a) Seller hereby retains title to the Goods until payment in full therefor notwithstanding any document to the contrary unless such document specifically states that this Section 8 of Trust is both a real property deed of trust and a "security agreement" within the meaning Schedule A of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and Credit/Sales Agreement does not apply; (b) Purchaser hereby grants to BeneficiarySeller, as security for the Debtand Seller takes, a security interest in all Goods described on the Mortgaged Property applicable quotation, acknowledgement or invoice, and in all proceeds therefrom, which security interest shall continue until Seller has been paid the full amounts due hereunder and thereunder; (c) Purchaser shall execute such documents as may be required to give Seller’s security interest priority, as a purchase money security interest or otherwise, over the interests of all other persons or entities and grants to Seller a power of attorney coupled with an interest authorizing it to execute such documents on its behalf; (d) Purchaser shall keep all Goods subject to this security interest fully insured against damage due to fire, theft, accident and the elements under a policy in form satisfactory to Seller as loss payee; (e) Purchaser shall pay, before delinquency, all taxes and other charges assessed against the Goods purchased hereunder and keep the Goods free from all liens and security interests other than that created hereby or those created by law, except with Seller’s written consent; (f) For valuable consideration and as security for the payment and performance of the Purchaser’s obligations, Purchaser grants to the full extent that Seller a security interest in, and the Mortgaged Property may be subject Seller hereby takes a security interest in, all of the Purchaser’s right, title and interest in and to all of the Purchaser’s present and after-acquired personal property and all proceeds thereof of whatsoever nature and kind and wherever situate but excluding consumer Goods; (g) For valuable consideration and as security for the payment and performance of the Purchaser’s obligation, Purchaser grants to the Uniform Commercial Code Seller a floating charge on all Purchaser’s real, immovable and leasehold property, both present and future. The floating charge shall become a fixed charge when Seller proceeds to enforce payment; (said portion of h) Upon default hereunder the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and Seller may exercise immediately and without demand, any and all rights and remedies granted available to a secured party upon default it under the Uniform Commercial Code, including, without limiting Personal Property Security Act (Yukon) and any similar statute in any other province or territory in Canada which affects the generality of the foregoing, the right to take possession of the Collateral or any part thereof, Goods; and (i) The Seller may exercise all rights and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it remedies available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five Builders Lien Act (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceedingYukon).

Security Agreement. This Deed of Trust is both a real property deed of trust and a "security agreement" within To the meaning extent of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible Collateral or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Trust Property may be subject includes items of personal property which are or are to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in become fixtures under Applicable Law, this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute be construed as a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" security agreement under the Uniform Commercial Code; and, if an Acceleration Event exists, the Beneficiary shall be entitled with respect to such Collateral and personal property to all remedies hereunder and under the Security Agreement, all remedies available under the Uniform Commercial Code with respect to fixtures and all other remedies available under Applicable Law. Information concerning To the security interest herein granted may be obtained from extent that the parties at the addresses Collateral includes Equipment and other items of the parties set forth in the first paragraph of personal property which are not fixtures under Applicable Law, this Deed of Trust. If an Event of Default Trust shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to also be construed as a secured party upon default security agreement under the Uniform Commercial Code; and if an Acceleration Event exists, includingthe Beneficiary shall be entitled with respect to such Collateral to all remedies hereunder and under the Security Agreement, without all remedies available under the Uniform Commercial Code and all other remedies available under Applicable Law. Without limiting the generality of the foregoing, any Collateral may, at the right to take possession Beneficiary's option, during the continuance of an Acceleration Event (i) be sold hereunder together with any sale of the Collateral Property or otherwise, (ii) be sold pursuant to the Uniform Commercial Code, or (iii) be dealt with by the Beneficiary in any part thereof, and to take such other measures as manner permitted under Applicable Law. The Beneficiary may deem necessary for require the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense Grantor to assemble the Collateral and make it available to the Beneficiary at a convenient place acceptable as described in Section 10(b) of the Security Agreement. If an Acceleration Event exists, the Beneficiary shall be the attorney-in-fact of the Grantor with respect to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in matters pertaining to the Collateral with full power and in enforcing the rights hereunder authority to give instructions with respect to the Collateral. Any notice collection and remittance of salepayments, disposition to endorse checks, to enforce the rights and remedies of the Grantor and to execute on behalf of the Grantor and in the Grantor's name any instruction, agreement or other intended action by writing required therefor. The Beneficiary with respect to may, at its option, appoint any other Person as the agent of the Beneficiary for the purpose of disposition of the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of TrustCode. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged extent that the Trust Property and any interest or right therein, whether such proceeding affects title includes personal property covered by the Security Agreement or any other rights in Security Document, the Mortgaged Property (and in conjunction therewith, Trustor provisions of the Security Agreement or such other Security Document shall fully cooperate govern with Beneficiary in the event Beneficiary is a party respect to such action or proceeding)personal property.

Security Agreement. This Deed of Trust is both a real property deed of trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, shall constitute a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to agreement under Article 9 of the Uniform Commercial Code (said portion of the Mortgaged Property so subject “Code”) in each applicable jurisdiction with respect to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to BeneficiaryFixtures, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may acquired by Grantor, which might otherwise be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral deemed “personal property” covered by this Deed of Trust. Notwithstanding Grantor has granted and does hereby grant Beneficiary a security interest in the foregoingFixtures and in all additions and accessions thereto, Trustor renewals and replacements thereof and all substitutions therefor and proceeds thereof for the purpose of securing all Obligations now or hereafter secured by this Deed of Trust. The following provisions relate to such security interest: (1) Upon the occurrence of an Event of Default, Beneficiary shall appear have the rights and defend remedies of a secured party under the Code as well as all other rights and remedies available at law or in equity or under this Deed of Trust. (2) This Deed of Trust also constitutes a Uniform Commercial Code financing statement which is being filed as a fixture filing. Grantor is the record owner of the real estate described on Exhibit A hereto. The collateral is described herein, some of which is or may become fixtures on the real estate described on Exhibit A hereto. The names and mailing addresses of the Debtor (“Grantor” herein) and secured party (“Beneficiary” herein) are set forth on the first page of this Deed of Trust. The Debtor is a corporation organized under the laws of the State of Delaware and its organizational identification number, if any, is 0813243. (3) Terms defined in the Code and not otherwise defined in this Deed of Trust shall have the same meanings in this subparagraph as are set forth in the Code. In the event that a term is used in Article 9 of the Code and also in another Article, the tern used in this subparagraph is that used in Article 9. (4) A carbon, photostatic or other reproduction of this Deed of Trust shall be sufficient as a financing statement. The Beneficiary shall have the right at any time to file a manually executed counterpart or a carbon, photostatic or other reproduction of this Deed of Trust as a financing statement in either the central or local property records of any jurisdiction wherein the collateral is situated, but the failure of the Beneficiary to do so shall not impair (i) the effectiveness of this Deed of Trust as a fixture filing as permitted by Section 9.402(f) of the Uniform Commercial Code, or (ii) the validity and enforceability of this Deed of Trust in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)respect whatsoever.

Security Agreement. (a) This Deed of Trust Mortgage is both a real property deed of trust mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryMortgagee, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called referred to in this Section 18 Paragraph 23 as the "CollateralCOLLATERAL"). Trustor Mortgagor hereby agrees with Mortgagee to execute and deliver to BeneficiaryMortgagee, in form and substance reasonably satisfactory to BeneficiaryMortgagee, such financing statements and such further assurances as Beneficiary Mortgagee may from time to time reasonably consider necessary to create, perfect, perfect and preserve BeneficiaryMortgagee's security interest herein granted. This Deed of Trust Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to Code. As such, this Mortgage covers all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustMortgage. If an Event of Default shall occur, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise exercise, immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, thereof and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand any and all expenses, including legal expenses and attorneys' feesfees and disbursements, incurred or paid by Beneficiary Mortgagee in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt in such priority and proportions as Beneficiary Mortgagee in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorMortgagor, such Trustor Mortgagor shall notify Beneficiary Mortgagee thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryMortgagee's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor Mortgagor hereby irrevocably appoints Beneficiary Mortgagee as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryMortgagee, as Trustor's attorney-in-factsecured party, in connection with the Collateral covered by this Deed Mortgage. (b) Upon an Event of Trust. Notwithstanding Default, Mortgagee shall have the foregoingright, Trustor at Mortgagee's opinion: (i) To proceed as to both the real and personal property covered by this Mortgage in accordance with Mortgagee's rights and remedies in respect of said real property, in which event (A) the provisions of the Uniform Commercial Code otherwise applicable to sale of the Collateral shall appear not apply, and defend (B) the sale of the Collateral in conjunction with and as one parcel with said real property (or any action or proceeding portion thereof) shall be deemed to be a commercially reasonable manner of sale; or (ii) To proceed as to the Collateral separately from the Premises and the Improvements, in which affects or purports event the requirement of reasonable notice shall be met by mailing notice of the sale, postage prepaid, to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title Mortgagor or any other rights in person entitled thereto at least ten (10) days before the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in time of the event Beneficiary is a party to such action sale or proceeding)other disposition of any of the Collateral.

Security Agreement. This Deed of Trust is both a real property deed of trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, Mortgage shall constitute a security interest agreement as defined in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion “Code”) in the items described in the Granting Clauses of this Mortgage (“Collateral”). Any Collateral installed in or used in the Premises are to be used by the Borrower solely for Borrower’s business purposes or as the equipment and fixtures leased or furnished by the Borrower, as landlord, to tenants of the Mortgaged Property so subject Premises and such Collateral will be kept at the buildings on the Premises and will not be removed therefrom without the consent of the Lender and may be affixed to such buildings but will not be affixed to any other real estate. The remedies of the Lender hereunder are cumulative and separate, and the exercise of any one or more of the remedies provided for herein or under the Uniform Commercial Code being called shall not be construed as a waiver of any of the other rights of the Lender including having any Collateral deemed part of the realty upon any foreclosure thereof. If notice to any party of the intended disposition of the Collateral is required by law in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiarya particular instance, such notice shall be deemed commercially reasonable if given at least ten (10) days prior to such intended disposition and may be given by advertisement in a newspaper accepted for legal publications either separately or as part of a notice given to foreclose the real property or may be given by private notice if such parties are known to Lender. Neither the grant of a security interest pursuant to this Mortgage nor the filing of a financing statement pursuant to the Code shall ever impair the stated intention of this Mortgage that all Collateral comprising the Premises and at all times and for all purposes and in all proceedings both legal or equitable shall be regarded as part of the real property conveyed and secured hereunder irrespective of whether such item is physically attached to the real property or any such item is referred to or reflected in a financing statement. Borrower will on demand deliver all financing statements and such further assurances as Beneficiary that may from time to time reasonably consider necessary be required by Lender to createestablish, perfect, perfect and preserve Beneficiary's continue the priority of Lender’s security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and shall pay all expenses incurred by Lender in enforcing connection with the rights hereunder renewal or extensions of any financing statements executed in connection with respect to the Collateral. Any Premises; and shall give advance written notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any proposed change in Borrower’s name, identity or structure of any Trustor, and will execute and deliver to Lender prior to or concurrently with such Trustor shall notify Beneficiary thereof change all additional financing statements that Lender may require to establish and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain perfect the priority of Beneficiary's lien upon and Lender’s security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)interest.

Security Agreement. This Deed of Trust Mortgage is both a mortgage and grant of real property deed of trust and a "grant of a security interest in personal property, and shall constitute and serve as a “security agreement" ” within the meaning of the Uniform Commercial CodeUCC. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and Mortgagor hereby grants to Beneficiary, as security unto the Mortgagee for the Debt, benefit of the Secured Parties a security interest in and to all the Mortgaged Encumbered Property described in this Mortgage that is not real property, and substantially contemporaneously with the recording of this Mortgage, the Mortgagor has filed or will file UCC financing statements, and will file continuation statements prior to the full extent that lapse thereof, at the Mortgaged Property appropriate offices in the state in which the Premises are located and otherwise may be subject required or advisable to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning perfect the security interest herein granted may be obtained from by this Mortgage in all the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustEncumbered Property that is not real property. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, The Mortgagee shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateralpart of the Encumbered Property that is the subject of a security interest afforded by the UCC in addition to, but not in limitation of, the other rights afforded the Mortgagee hereunder. Any notice of saleThe Mortgagor agrees, disposition or other intended action by Beneficiary with respect to the Collateral sent extent permitted by law, that: (i) all of the goods described within the definition of the word “Personal Property” are or are to Trustor become fixtures on the Land; (ii) this Mortgage upon recording or registration in accordance with the provisions hereof real estate records of the proper office shall constitute a financing statement filed as a “fixture filing” within the meaning of Sections 9-334(e) and 9-502(b) of the UCC; (iii) the Mortgagor is the record owner of the Premises; and (iv) the addresses of Mortgagor and Mortgagee are as set forth on the signature pages of this Mortgage. Additionally, this Mortgage shall constitute a financing statement covering fixtures and/or minerals or the like (including oil and gas) and/or accounts resulting from the sale thereof at least five (5) days prior to such actionthe wellhead or minehead and, as such, shall constitute commercially reasonable notice to Trustor. The proceeds be filed for record in the real estate records of any disposition of each county in which the CollateralLand, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem properis located. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).[Add local language]

Security Agreement. This Deed With respect to the items of Trust personal property and fixtures referred to and described in the Granting Clause of this Mortgage and included as part of the Collateral, this Mortgage is both hereby made and declared to be a real security agreement encumbering each and every item of personal property deed and fixtures now or hereafter owned by Mortgagor and included herein as a part of trust and a "security agreement" within the meaning Collateral, in compliance with the provisions of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Code as enacted in the Mortgaged PropertyState. Trustor by executing and delivering In this Deed of Trust has granted and hereby respect, Mortgagor, as "Debtor", expressly grants to BeneficiaryMortgagee, as security for the Debt"Secured Party", a security interest in and to all of the Mortgaged Property property now or hereafter owned by Mortgagor which constitutes the personal property and fixtures hereinabove referred to and described in this Mortgage, including all extensions, accessions, additions, improvements, betterments, renewals, replacements and substitutions thereof or thereto, and all proceeds from the full extent sale or other disposition thereof. Mortgagor agrees that Mortgagee may file this Mortgage, or a reproduction thereof, in the Mortgaged Property may real estate records or other appropriate index, as, and this Mortgage shall be subject deemed to be, a financing statement filed as a fixture filing in accordance with the Uniform Commercial Code (said portion as enacted in the State. Any reproduction of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral")Mortgage or of any other security agreement or financing statement shall be sufficient as a financing statement. Trustor hereby In addition, Mortgagor agrees to execute and deliver to BeneficiaryMortgagee, upon Mortgagee's request, any other security agreement and financing statements, as well as extensions, renewals, and amendments thereof, and reproductions of this Mortgage, in such form and substance reasonably satisfactory as Mortgagee may require to Beneficiary, perfect a security interest with respect to said items. Mortgagor shall pay all costs of filing such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to createany extensions, perfectrenewals, amendments and releases thereof, and preserve Beneficiary's shall pay all reasonable costs and expenses of any record searches for financing statements Mortgagee may reasonably require. Without the prior written consent of Mortgagee, Mortgagor shall not create or suffer to be created pursuant to the Uniform Commercial Code any other security interest in the above-described personal property and fixtures, including any replacements and additions thereto. Upon the occurrence of an Event of Default under this Mortgage, or any other violation of the covenants, terms and conditions of the security agreement contained herein, the Mortgagee shall have and shall be entitled to exercise any and all of the rights and remedies (i) as prescribed in this Mortgage, or (ii) as prescribed by general law, or (iii) as prescribed by the specific statutory provisions now or hereafter enacted and specified in said Uniform Commercial Code, all at Mortgagee's sole election. Mortgagor and Mortgagee agree that the filing of any financing statements in the records normally having to do with personal property shall not in any way affect the agreement of Mortgagor and Mortgagee that everything located in, on or about, or used or intended to be used with or in connection with the use, operation or enjoyment of, the Collateral, which is described or reflected as a fixture in this Mortgage, is, and at all times and for all purposes and in all proceedings, both legal and equitable, shall be, regarded as part of the Real Estate conveyed hereby. Mortgagor warrants that Mortgagor's name, identity and address are as set forth herein. The mailing address of the Mortgagee from which information may be obtained concerning the security interest created herein grantedis also set forth herein. This Deed of Trust information hereof is provided in order that this Mortgage shall also constitute a "fixture filing" for comply with the purposes requirements of the Uniform Commercial Code as enacted in the State for instruments to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under be filed as financing statements. In accordance with the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth Code as enacted in the first paragraph State, this Mortgage shall remain effective as a fixture filing until this Mortgage is released or satisfied of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral record or any part thereof, and to take such other measures its effectiveness otherwise terminates as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).

Security Agreement. This Deed of Trust is both a real property deed of trust and a "security agreement" within the meaning (A) Without limiting any of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interestsprovisions of this Mortgage, whether tangible or intangible in natureMortgagor, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby as debtor, expressly grants to Beneficiarythe Mortgagee, as security for the Debtsecured party, a security interest in under the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Massachusetts Uniform Commercial Code (said "UCC") in all and singular the Personalty and in any portion of the balance of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the which does not constitute real estate (collectively, "Collateral"). Trustor hereby agrees . (B) In addition to execute and deliver to Beneficiarycumulative of other remedies granted in the Loan Documents, in form and substance reasonably satisfactory to BeneficiaryMortgagee may, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to createupon the occurrence of any default by Mortgagor hereunder, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for proceed under the purposes of the Uniform Commercial Code UCC as to all or any part (as Mortgagee may elect) of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occurCollateral, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately with respect to the Collateral all the rights, remedies and without demand, any and all rights and remedies granted to powers of a secured party upon default under the Uniform Commercial CodeUCC, including, without limiting limitation, the generality right to sell at public or private sale or sales, or otherwise dispose of, lease or utilize the Collateral and any and all parts thereof in any manner permitted under the UCC after default by a debtor, and to apply the proceeds thereof toward payment of any costs and expenses thereby incurred by Mortgagee, and toward payment of the foregoingDebt, in such order and manner as Mortgagee may elect. (C) Among the rights of Mortgagee following a default by Mortgagor hereunder, and without limitation thereto, Mortgagee shall have the right to take possession of the Collateral or and to enter upon any part thereofpremises where same may be situated for such purpose without being deemed guilty of trespass and without liability for damages thereby occasioned, and to take such any action deemed necessary, appropriate or desirable by Mortgagee, to repair, refurbish or otherwise prepare the Collateral for sale, lease or other measures use or disposition as Beneficiary may deem necessary for herein authorized. (D) To the careextent permitted by law, protection and preservation Mortgagor expressly waives any notice of sale or other disposition of the Collateral. Upon request , and all other rights and remedies of a debtor or demand procedures or formalities prescribed by law relative to the sale or disposition of Beneficiarythe Collateral or the exercise of any other right or remedy of Mortgagee existing after a default by Mortgagor hereunder. (E) Mortgagee, Trustor shall upon a default by Mortgagor hereunder, is expressly granted the right, at its expense assemble the Collateral and make it available option, to Beneficiary transfer at a convenient place acceptable any time to Beneficiary. Trustor shall pay itself or to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of its nominee the Collateral, or any part or parts thereof, as Mortgagee may be applied by Beneficiary elect, and to receive the monies, income, proceeds and benefits attributable or accruing thereto, and to hold the same as security for the Debt or to apply it in payment of the Debt Debt, in such priority and proportions order or manner as Beneficiary in Mortgagee may elect. (F) Should Mortgagee elect to exercise its discretion shall deem proper. In rights under the event provisions of any change in name, identity or structure this Section as to part of any Trustorthe Collateral, such Trustor election shall notify Beneficiary thereof not preclude Mortgagee from exercising the rights and promptly remedies granted by the other provisions of this Mortgage or by law as to the remaining Collateral. (G) Mortgagee may, at its election, at any time after Beneficiary's request delivery of this Mortgage, use and file executed counterparts hereof as financing statements under the UCC. (H) So long as any of the Debt remains unpaid, Mortgagor shall executenot execute and there shall not be filed in any public office any financing statement or statements affecting the Collateral other than financing statements in favor of Mortgagee hereunder. (I) Financing statements have been executed by the parties simultaneously with the execution and delivery hereof, and are intended to be forthwith filed and recorded in all appropriate filing and recording offices. Mortgagee is authorized to file and record such Uniform Commercial Code forms as are additional financing statements and continuations thereof in each jurisdiction where Mortgagee deems it necessary or desirable, and, at the request of Mortgagee, Mortgagor shall join Mortgagee in executing one or more additional financing statements in form satisfactory to maintain the priority of Beneficiary's lien upon and security interest in the CollateralMortgagee, and shall will pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the cost of filing or recording such financing statements or executed counterparts of additional Uniform Commercial Code forms or continuation this Mortgage, as financing statements, Trustor shall, promptly after request, execute, file in all public offices at any time and record from time to time whenever such Uniform Commercial Code forms filing or recording is deemed by Mortgagee to be necessary or desirable. Mortgagor shall also pay the cost of filing or recording all such continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure deemed by Mortgagee to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing be necessary or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)desirable.

Security Agreement. This Deed 7.1 To further secure the Indebtedness, Mortgagor hereby grants to Mortgagee a security interest in all of Trust is both a real property deed of trust Mortgagor's rights, titles and a "security agreement" within interests in and to the meaning Mortgaged Properties insofar as such Mortgaged Properties consist of the goods, equipment, accounts, contract rights, general intangibles, inventory, hydrocarbons, goods that are or are to become fixtures, as-extracted collateral and any and all other personal property of any kind or character defined in and subject to the provisions of the Texas Uniform Commercial Code, including the proceeds and products from any and all of such personal property (all of the foregoing being in this Article VII collectively called the "Collateral") provided that Collateral shall not include office buildings, garages, work and storage buildings at the Borrower's principal office location, office equipment and personalty related to the office, storage and garage locations, automotive equipment, mobile drilling units, equipment inventory, tanks and drilling equipment related to Borrower's contract drilling services, and the like. The Mortgaged Property includes Upon the occurrence of any Event of Default, Mortgagee is and shall be entitled to all of the rights, powers and remedies afforded a secured party by the Texas Uniform Commercial Code with reference to the personal property and fixtures in which Mortgagee has been granted a security interest herein, or the Trustee or Mortgagee may proceed as to both the real and personal property and all other covered hereby in accordance with the rights and interestsremedies granted under this instrument in respect of the real property covered hereby. Such rights, whether tangible powers and remedies shall be cumulative and in addition to those granted Trustee or intangible Mortgagee under any other provision of this instrument or under any other instrument executed in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, connection with or as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion Notes or any of the Mortgaged Property so subject to the Uniform Commercial Code being called Indebtedness. Mortgagor, as Debtor (and in this Section 18 Article VII and otherwise herein called "Debtor") covenants and agrees with Mortgagee, as Secured Party (and in this Article VII and otherwise herein called "Secured Party") that: (a) To the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiaryextent permitted by law, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed Debtor expressly waives any notice of Trust shall also constitute a "fixture filing" for the purposes sale or other disposition of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to Collateral and any other rights and right or remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted of a debtor or formalities prescribed by law relative to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession sale or disposition of the Collateral or exercise of any part thereof, other right or remedy of Secured Party existing after default hereunder; and to take the extent any such other measures as Beneficiary may deem necessary for notice is required and cannot be waived, Debtor agrees that if such notice is mailed, postage prepaid, to Debtor at Debtor's address set out herein at least ten (10) days before the care, protection and preservation time of the Collateral. Upon request sale or demand disposition, such notice shall be deemed reasonable and shall fully satisfy any requirement for giving of Beneficiarysaid notice. (b) Following the occurrence and during the continuance of an Event of Default, Trustor shall Secured Party is expressly granted the right at its expense assemble the Collateral and make it available option, to Beneficiary transfer at a convenient place acceptable any time to Beneficiary. Trustor shall pay itself or to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of its nominee the Collateral, or any part thereof, and to receive the monies, income, proceeds, or benefits attributable or accruing thereto and to hold the same as security for the indebtedness or to apply it on the principal and interest or other amounts owing on any of the Indebtedness, whether or not then due, in such order or manner as Secured Party may be applied by Beneficiary elect. All rights to marshalling of assets of Debtor, including any such right with respect to the payment Collateral, are hereby waived. (c) All recitals in any instrument of assignment or any other instrument executed by Secured Party incident to sale, transfer, assignment or other disposition or utilization of the Debt Collateral or any part thereof hereunder shall, in such priority and proportions as Beneficiary in its discretion the absence of manifest error, be prima facie evidence of the matter stated therein, no other proof shall deem proper. In be required to establish full legal propriety of the event sale or other action or of any change in namefact, identity condition or structure thing incident thereto, and all prerequisites of such sale or other action and of any Trustorfact, such Trustor condition or thing incident thereto shall notify Beneficiary thereof be presumed conclusively to have been performed or to have occurred. (d) All expenses of preparing for sale, or other use or disposition, selling or otherwise using or disposing of the Collateral and promptly after Beneficiary's request the like which are incurred or paid by Secured Party as authorized or permitted hereunder, including also all reasonable attorneys' fees, legal expenses and costs, shall execute, file be added to the Indebtedness and record such the Debtor shall be liable therefor. (e) Should Secured Party elect to exercise its rights under the Texas Uniform Commercial Code forms as to part of the Collateral, this election shall not preclude Secured Party or the Trustee from exercising any other rights and remedies granted by this instrument as to the remainder of the Collateral. (f) Any copy of this instrument may also serve as a financing statement under the Texas Uniform Commercial Code between the Debtor, whose present address is Mortgagor's address listed on the first page of this Mortgage, and Secured Party, whose present address is Mortgagee's address listed on the first page of this Mortgage. Debtor is a Tennessee corporation whose organizational identification number is set forth on the signature page hereof. (g) So long as any amount remains unpaid on any of the Indebtedness, Debtor will not execute and there will not be filed in any public office any financing statement or statements affecting the Collateral other than financing statements in favor of Secured Party hereunder and financing statements pertaining to Permitted Encumbrances, unless the prior written specific consent and approval of Secured Party shall have first been obtained. (h) Secured Party is authorized to file, in any jurisdiction where Secured Party deems it necessary, a financing statement or statements, or amendment to existing financing statements, covering the Collateral, and Debtor will pay the cost of filing or recording this instrument, as a financing statement, in all public offices at any time and from time to time whenever filing or recording of any financing statement or of this instrument is reasonably deemed by Secured Party to be necessary or desirable. (i) The office where Debtor keeps Debtor's accounting records concerning the Collateral covered by this Security Agreement is Mortgagor's chief executive office and is listed on the first page of this Mortgage. 7.2 Portions of the Collateral consist of (a) oil, gas and other minerals (as-extracted collateral) produced or to be produced from the lands described in the Leases and to the accounts resulting from the sale thereof at the wellhead, or (b) goods which are necessary or will become fixtures attached to maintain the priority real estate constituting a portion of Beneficiary's lien upon the Mortgaged Properties, and Debtor hereby agrees that this instrument shall be filed for record in the real property records and the Uniform Commercial Code records of the counties in which the Mortgaged Properties are located as a financing statement to perfect the security interest of Secured Party in said portions of the Collateral. The said oil, gas and other minerals and accounts will be financed at the wellhead of the oil and gas ▇▇▇▇▇ located on the lands described in the Leases. The name of the record owner of the Mortgaged Properties is the party named herein as Mortgagor and Debtor. If allowed by applicable law, this Mortgage when filed for record in the real estate records in the county shall constitute a financing statement for Fixtures and As-Extracted Collateral, as those terms are defined in the Uniform Commercial Code. Nothing herein contained shall impair or limit the effectiveness of this document as a security agreement or financing statement for other purposes. 7.3 Debtor warrants and represents to Secured Party that, except for (a) the security interest in the CollateralCollateral granted hereby, and shall pay (b) the Permitted Encumbrances, Debtor is the owner and holder of the Collateral free of any adverse claim, security interest or encumbrance, and Debtor agrees to defend the Collateral against all expenses other claims and fees demands against the same or any interest therein. Debtor further warrants and represents that there are no financing statements signed by Debtor now on file in connection any public office which have not been terminated or assigned to Mortgagee, except those statements true and correct copies of which have been delivered to Secured Party and financing statements pertaining to Permitted Encumbrances. 7.4 Mortgagor hereby irrevocably appoints Mortgagee as Mortgagor's attorney-in-fact (such agency being coupled with an interest), and as such attorney-in-fact, Mortgagee may, without the filing and recording thereof. If Beneficiary shall require obligation to do so, in Mortgagee's name or in the filing or recording name of additional Uniform Commercial Code forms or continuation statementsMortgagee, Trustor shall, promptly after requestprepare, execute, file and record such Uniform Commercial Code forms financing statements, continuation statements, applications for registration and like papers necessary to create, perfect or continuation statements as Beneficiary shall deem necessarypreserve any of Mortgagee's security interests and rights in or to any of the Mortgaged Properties, and shall pay all expenses and fees in connection with the filing and recording thereofupon a default hereunder, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or take any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)required of Mortgagor.

Security Agreement. This Deed of Trust Mortgage is both a real property mortgage/deed of trust and a "security agreementSECURITY AGREEMENT" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryMortgagee, as security for the DebtObligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "CollateralCOLLATERAL"). Trustor Mortgagor hereby agrees with Mortgagee to execute and deliver to BeneficiaryMortgagee, in form and substance reasonably satisfactory to BeneficiaryMortgagee, such financing statements and such further assurances as Beneficiary Mortgagee may from time to time time, reasonably consider necessary to create, perfect, and preserve BeneficiaryMortgagee's security interest herein granted. This Deed All or part of Trust the Mortgaged Property is or is to become "FIXTURES" as defined in the Uniform Commercial Code, and this Mortgage, upon being filed for record in the real estate records of the city or county wherein such fixtures are situated, shall also constitute a "fixture filingFIXTURE FILING" for the purposes of the Uniform Commercial Code as to all or any part upon such of the Mortgaged Property which now that is or hereafter constitute "may become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed Mortgage. Mortgagor's chief executive office and principal place of Trustbusiness is the Mortgagor's address set forth in the first paragraph of this Mortgage, and the place where Mortgagor's books and records in respect of where the Mortgaged Property is located are kept is the address of Mortgagor set forth in the first paragraph of this Mortgage. If an Event of Default shall occuroccur which shall remain uncured, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, (including, without limiting limitation, to the generality of the foregoingextent permitted by law, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral). Upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand therefor any and all expensesreasonable expenses (including, including without limitation, reasonable legal expenses and attorneys' fees, ) incurred or paid by Beneficiary Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor in accordance with the provisions hereof Mortgagor at least five ten (510) business days prior to such actionaction or such notice as is otherwise required by law or the Relevant Documents, shall constitute commercially reasonable notice to TrustorMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt Obligations in such priority and proportions as Beneficiary Mortgagee shall determine in its discretion shall deem propersole discretion. In the event of any change in name, identity or structure of any TrustorMortgagor, such Trustor Mortgagor shall notify Beneficiary Mortgagee thereof and and, promptly after Beneficiary's request request, shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryMortgagee's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall materially increase TrustorMortgagor's obligations under the Note, this Deed of Trust and Mortgage or the other Loan Relevant Documents. Trustor Mortgagor hereby irrevocably appoints Beneficiary Mortgagee as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any UCC financing statements (or other statements related documents) signed only by BeneficiaryMortgagee, as Trustor's attorney-in-factsecured party, in connection with the Collateral covered by this Deed Mortgage, such appointment to terminate upon the release of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)this Mortgage.

Security Agreement. (a) This Deed of Trust is both a real property deed of trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Trust Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to BeneficiaryBeneficiary and Trustee, as security for the Debt, a security interest in the Mortgaged Trust Property to the full extent that the Mortgaged Trust Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Trust Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "CollateralCOLLATERAL"). Trustor hereby agrees with Beneficiary to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time time, reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to Code. As such, this Deed of Trust covers all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. . (b) If an Event of Default shall occur, BeneficiaryBeneficiary and Trustee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary or Trustee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryBeneficiary or Trustee, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary and Trustee at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary and Trustee on demand any and all expenses, including legal expenses and attorneys' feesfees and disbursements, incurred or paid by Beneficiary and Trustee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary and Trustee with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary and Trustee thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and any of the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-factsecured party, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).

Security Agreement. This Deed of Trust is both a real property deed of trust and a "security agreement" within 7.1 To further secure the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interestsObligations, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and Grantor hereby grants to Beneficiary, a security interest in all of Grantor’s rights, titles and interests in and to the Mortgaged Property insofar as such Mortgaged Property consist of the goods, equipment, accounts, contract rights, general intangibles, insurance contracts, insurance proceeds, inventory, hydrocarbons, fixtures and any and all other personal property of any kind or character defined in and subject to the provisions of the Colorado Uniform Commercial Code, including the proceeds and products from any and all of such personal property. Upon the occurrence of any Event of Default, Beneficiary is and shall be entitled to all of the rights, powers and remedies afforded a secured party by the Colorado Uniform Commercial Code with reference to the personal property and fixtures in which Beneficiary has been granted a security interest herein, Beneficiary may proceed as to both the real and personal property covered hereby in accordance with the rights and remedies granted under this Deed of Trust in respect of the real property covered hereby. Such rights, powers and remedies shall be cumulative and in addition to those granted Beneficiary under any other provision of this Deed of Trust or under any other instrument executed in connection with or as security for the DebtObligations. Grantor covenants and agrees with Beneficiary that: (a) To the extent permitted by law, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion Grantor expressly waives any notice of sale or other dispos­ition of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute personal property constituting a "fixture filing" for the purposes part of the Uniform Commercial Code as ­Mortgaged Property ­and any other right or remedies of a ­Grantor ­or formalities prescribed by law relative to all sale or any disposition of the ­ personal property constituting a part of the Mortgaged Property which now or hereafter constitute "fixtures" under ­exercise of any other right or remedy of Beneficiary existing after default hereunder; and to the Uniform Commercial Code. Information concerning extent any such notice is required and cannot be waived, Grantor agrees that if such notice is delivered to it at least ten (10) days before the security interest herein granted may be obtained from the parties at the addresses time of the parties set forth in the first paragraph sale or disposition, such notice shall be deemed reasonable and shall fully satisfy any requirement for giving of this Deed of Trust. If said notice. (b) Following an Event of Default shall occurDefault, BeneficiaryBeneficiary is expressly granted the right at its option, in addition to transfer at any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted time to itself or to its nominee the personal property constituting a secured party upon default under the Uniform Commercial Code, including, without limiting the generality part of the foregoingMortgaged Property, the right to take possession of the Collateral or any part thereof, and to take receive the monies, income, proceeds, or benefits attributable or accruing thereto and to hold the same as security for the indebtedness or to apply it on the principal and interest or other amounts owing on any of the Obligations, whether or not then due, in such other measures order or manner as Beneficiary may deem necessary for elect. All rights to marshalling of assets of Grantor, including any such right with respect to the care, protection and preservation personal property constituting a part of the Collateral. Upon request Mortgaged Property, are hereby waived. (c) All expenses of preparing for sale, or demand other use or disposition, selling or otherwise using or disposing of Beneficiary, Trustor shall at its expense assemble the Collateral Mortgaged Property and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, the like which are incurred or paid by Beneficiary in protecting the interest in the Collateral as authorized or permitted hereunder, including also all reasonable attorneys’ fees, legal expenses and in enforcing the rights hereunder with respect costs, shall be added to the Collateral. Any notice of sale, disposition or other intended action by Obligations and the Grantor shall be liable therefor. (d) If Beneficiary with respect elects to exercise its rights under the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Colorado Uniform Commercial Code forms as to the personal property constituting a part of the Mortgaged Property, this election shall not preclude Beneficiary or the Trustee from exercising any other rights and remedies granted by this instrument as to the remainder of the Mortgaged Property. (e) Any copy of this instrument may also serve as a financing statement and, when filed under the real estate records of ▇▇▇▇▇▇ County, a fixture filing of some portions of the goods described herein, that are necessary or are to maintain become fixtures as part of the priority Mortgaged Property, under the Colorado Uniform Commercial Code between the Grantor, whose present address is listed on the first page of this Deed of Trust, and Beneficiary, whose present address is listed on the first page of this Deed of Trust. (f) So long as any amount remains unpaid on any of the Obligations, Grantor will not execute and there will not be filed in any public office any financing statement or statements affecting the collateral other than financing statements in favor of Beneficiary hereunder, unless the prior written specific consent and approval of Beneficiary shall have first been obtained. (g) Beneficiary is authorized to file, in any jurisdiction where Beneficiary deems it necessary, a financing statement or statements covering the Mortgaged Property, and at the reasonable request of Beneficiary's lien upon and security interest , Grantor will join Beneficiary in executing one or more such financing statements pursuant to the CollateralColorado Uniform Commercial Code in form satisfactory to Beneficiary, and shall will pay the cost of filing or recording this Deed of Trust, as a financing statement, in all expenses public offices at any time and fees in connection with the filing and recording thereof. If Beneficiary shall require the from time to time whenever filing or recording of additional Uniform Commercial Code forms any financing statement or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, of this Deed of Trust is deemed by Beneficiary to be necessary or desirable. 7.2 Portions of the Mortgaged Property consist of (i) oil, gas and other minerals produced or to be produced from the lands described in the Leases and to the accounts resulting from the sale thereof at the wellhead, or (ii) goods which are or will become fixtures attached to the real estate constituting a portion of the Mortgaged Property, and Grantor hereby agrees that this instrument shall be filed in the real property records and the other Loan DocumentsUniform Commercial Code records of the counties in which the Mortgaged Property are located as a financing statement to perfect the security interest of Beneficiary in said portions of the Mortgaged Property. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with Nothing herein contained shall impair or limit the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by effectiveness of this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action Trust as a security agreement or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any financing statement for other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)purposes.

Security Agreement. This Deed Seller hereby retains title to the Goods until payment in full therefor notwithstanding any document to the contrary unless such document specifically states that this Section 8 of Trust is both a real property deed of trust and a "security agreement" within the meaning Schedule A of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and Credit/Sales Agreement does not apply; Purchaser hereby grants to BeneficiarySeller, as security for the Debtand Seller takes, a security interest in all Goods described on the Mortgaged Property applicable quotation, acknowledgement or invoice, and in all proceeds therefrom, which security interest shall continue until Seller has been paid the full amounts due hereunder and thereunder; Purchaser shall execute such documents as may be required to give ▇▇▇▇▇▇’s security interest priority, as a purchase money security interest or otherwise, over the interests of all other persons or entities and grants to Seller a power of attorney coupled with an interest authorizing it to execute such documents on its behalf;‌ Purchaser shall keep all Goods subject to this security interest fully insured against damage due to fire, theft, accident and the elements under a policy in form satisfactory to Seller as loss payee; Purchaser shall pay, before delinquency, all taxes and other charges assessed against the Goods purchased hereunder and keep the Goods free from all liens and security interests other than that created hereby or those created by law, except with ▇▇▇▇▇▇’s written consent; For valuable consideration and as security for the payment and performance of the Purchaser’s obligations, Purchaser grants to the full extent that Seller a security interest in, and the Mortgaged Property may be subject Seller hereby takes a security interest in, all of the Purchaser’s right, title and interest in and to all of the Purchaser’s present and after-acquired personal property and all proceeds thereof of whatsoever nature and kind and wherever situate but excluding consumer Goods; For valuable consideration and as security for the payment and performance of the Purchaser’s obligation, Purchaser grants to the Uniform Commercial Code (said portion of Seller a floating charge on all Purchaser’s real, immovable and leasehold property, both present and future. The floating charge shall become a fixed charge when Seller proceeds to enforce payment; Upon default hereunder the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and Seller may exercise immediately and without demand, any and all rights and remedies granted available to a secured party upon default it under the Uniform Commercial Code, including, without limiting Personal Property Security Act (Yukon) and any similar statute in any other province or territory in Canada which affects the generality of the foregoing, the right to take possession of the Collateral or any part thereof, Goods; and to take such other measures as Beneficiary The Seller may deem necessary for the care, protection exercise all rights and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it remedies available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five Builders Lien Act (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceedingYukon).

Security Agreement. This Deed of Trust is both shall constitute a real property deed of trust and a "security agreement" within the meaning agreement under Article 9 of the Uniform Commercial Code. The Mortgaged Property includes both real UCC in each applicable jurisdiction with respect to the Personal Property, which shall be deemed to include any and all fixtures and personal property included in the description of the Personal Property, now owned or hereafter acquired by Grantor, which might otherwise be deemed “personal property” and all other rights accessions thereto and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Propertyproceeds thereof. Trustor by executing and delivering this Deed of Trust Grantor has granted and does hereby grants to Beneficiary, as security for the Debt, grant Beneficiary a security interest in the Mortgaged Personal Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called and in this Section 18 the "Collateral"). Trustor hereby agrees to execute all additions and deliver to Beneficiaryaccessions thereto, in form renewals and substance reasonably satisfactory to Beneficiary, such financing statements replacements thereof and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, all substitutions therefor and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" proceeds thereof for the purposes purpose of the Uniform Commercial Code as to securing all or any part of the Mortgaged Property which Obligations now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding The following provisions relate to such security interest: (a) The Personal Property includes all now existing or hereafter acquired or arising equipment, inventory, accounts, chattel paper, instruments, documents, deposit accounts, investment property, letter-of-credit rights, commercial tort claims, supporting obligations and general intangibles now or hereafter used or procured for use in the foregoingCollateral or otherwise relating to the Collateral. If Grantor shall at any time acquire a commercial tort claim relating to the Collateral, Trustor Grantor shall appear promptly notify Beneficiary in a writing signed by Grantor of the brief details thereof and defend grant to Beneficiary a security interest therein and in the proceeds thereof. (b) Grantor hereby irrevocably authorizes Beneficiary at any time and from time to time to file in any action filing office in any UCC jurisdiction any initial financing statements and amendments thereto that (a) indicate the collateral as “all assets used or proceeding which affects procured for use or purports otherwise relating to” the Collateral or words of similar effect, or as being of equal or lesser scope or in greater detail, and to affect indicate the Mortgaged Property Collateral as defined, or in a manner consistent with the term as defined, in this Deed of Trust and (b) contain any other information required by part 5 of Article 9 of the UCC of any such filing office for the sufficiency or filing office acceptance of any initial financing statement or amendment, including whether Grantor is an organization, the type of organization and any organizational identification number issued to Grantor. Grantor agrees to provide any such information to Beneficiary promptly upon request. Grantor also ratifies its authorization for Beneficiary to have filed in any filing office in any UCC jurisdiction any like initial financing statements or amendments thereto if filed prior to the date hereof. Grantor shall pay to Beneficiary, from time to time, within the Demand Period, any and all costs and expenses incurred by Beneficiary in connection with the filing of any such initial financing statements and amendments, including attorneys’ fees and all disbursements. Such costs and expenses shall bear interest at the Default Rate from the expiration of the Demand Period until the date repaid by Grantor, and such costs and expenses, together with such interest, shall be part of the Obligations and shall be secured by this Deed of Trust. (c) Grantor shall any time and from time to time take such steps as Beneficiary may reasonably request for Beneficiary to obtain “control” of any Personal Property for which control is a permitted or right thereinrequired method to perfect, whether or to insure priority of, the security interest in such proceeding affects title or any Personal Property granted herein. (d) Upon the occurrence of an Event of Default, Beneficiary shall have the rights and remedies of a secured party under the UCC as well as all other rights and remedies available at law or in equity or under this Deed of Trust. (e) It is intended by Grantor and Beneficiary that this Deed of Trust be effective as a financing statement filed with the applicable real estate records as a fixture filing covering the Collateral. A description of the Land which relates to the Personal Property is set forth in Exhibit A attached hereto. Grantor is the record owner of the Land. Grantor is a Delaware limited partnership with an organizational identification number, issued by the Secretary of State of the State of Delaware, of 2500587. (f) Terms defined in the Mortgaged Property (UCC and not otherwise defined in conjunction therewith, Trustor this Deed of Trust shall fully cooperate with Beneficiary have the same meanings in this Article as are set forth in the UCC. In the event Beneficiary that a term is a party to such action used in Article 9 of the UCC and also in another Article of the UCC, the term used in this Article is that used in Article 9. The term “control,” as used in this Article, has the meaning given in Sections 9-104, 9-105, 9-106 or proceeding)9-107 of Article 9, as applicable.

Security Agreement. This Deed of Trust Security Instrument is both a real property deed of trust mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Borrower in the Mortgaged Property. Trustor Borrower by executing and delivering this Deed of Trust Security Instrument has granted and hereby grants to BeneficiaryLender, as security for the DebtObligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "CollateralCOLLATERAL"). Trustor Borrower hereby agrees with Lender to execute and deliver to BeneficiaryLender, in form and substance reasonably satisfactory to BeneficiaryLender, such financing statements statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereof, and such further assurances as Beneficiary Lender may from time to time time, reasonably consider necessary to create, perfect, and preserve BeneficiaryLender's security interest herein granted. This Deed of Trust Security Instrument shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all Code. All or any part of the Mortgaged Property which now are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustSecurity Instrument. If an Event of Default shall occur, BeneficiaryLender, in addition to any other rights and remedies which it they may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryLender, Trustor Borrower shall at its expense assemble the Collateral and make it available to Beneficiary Lender at a convenient place acceptable to BeneficiaryLender. Trustor Borrower shall pay to Beneficiary Lender on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Lender with respect to the Collateral sent to Trustor Borrower in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to TrustorBorrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Lender to the payment of the Debt Obligations in such priority and proportions as Beneficiary Lender in its discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorBorrower, such Trustor Borrower shall notify Beneficiary thereof Lender thereof, and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryLender's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Borrower shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, thereof it being understood and agreed, however, that no such additional documents shall increase TrustorBorrower's obligations under the Note, this Deed of Trust Security Instrument and the other Other Loan Documents. Trustor Borrower hereby irrevocably appoints Beneficiary Lender as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryLender, as TrustorBorrower's attorney-in-fact, in connection with the Collateral covered by this Deed of TrustSecurity Instrument. Notwithstanding the foregoing, Trustor Borrower shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects effects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor Borrower shall fully cooperate with Beneficiary Lender in the event Beneficiary Lender is a party to such action or proceeding).

Security Agreement. (a) This Deed of Trust Mortgage is both a real property deed of trust Mortgage and a "“security agreement" ” within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor, by executing and delivering this Deed of Trust has granted and hereby Mortgage grants to BeneficiaryMortgagee, as security for the DebtIndebtedness, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said such portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 Paragraph 19 the "“Collateral"”). Trustor Mortgagor hereby agrees authorizes Mortgagee to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such file financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary in order to create, perfect, preserve and preserve Beneficiary's continue the security interest interest(s) herein granted. This Deed of Trust Mortgage shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code as Code, including, without limitation, Connecticut General Statutes § 42a-9-502, and shall cover all items of the Collateral now or hereafter owned by Mortgagor that are or are to all or become fixtures and is to be filed for record in the real estate records of Orange, Milford and Shelton, Connecticut. This Mortgage shall also constitute a financing statement covering any part other portion of the Mortgaged Property which now and may be filed in the appropriate filing or hereafter constitute "fixtures" under recording office. A carbon, photographic or other reproduction of this Mortgage or of any financing statement relating to this Mortgage shall be sufficient as a financing statement for any of the purposes referred to in this Paragraph 19. For purposes of this Paragraph 19, the Mortgagor is the “Debtor” and the Mortgagee is the “Secured Party,” as these terms are defined in the Uniform Commercial Code, insofar as this Mortgage constitutes a financing statement, and the addresses of the Debtor and Secured Party, the identification of the Debtor which is the record owner of each premises described on attached Exhibit A and the organizational number of each Debtor are listed below. Information Because this Mortgage also constitutes a Uniform Commercial Code financing statement and fixture filing, the following information is included herein, and Mortgagor represents and warrants the truth and accuracy thereof: (i) The name of the Debtor with respect to ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇ is WU/LH 269 ▇▇▇▇▇▇▇ L.L.C. with an organizational identification number of: 4468200. (ii) The name of the Debtor with respect to ▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇. is WU/LH 12 CASCADE L.L.C. with an organizational identification number of: 4468193. (iii) The name of the Debtor with respect to ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇. is WU/LH 25 EXECUTIVE L.L.C. with an organizational identification number of: 4468197. (iv) The name of the Debtor with respect to ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ is WU/LH 950 BRIDGEPORT L.L.C. with an organizational identification number of: 4458189. (v) The name of the Debtor with respect to ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇. is WU/LH 15 EXECUTIVE L.L.C. with an organizational identification number of: 4468194. (vi) The name of the Debtor with respect to ▇▇ ▇▇▇▇▇ ▇▇▇▇ Road is WU/LH ▇▇ ▇▇▇▇▇ ▇▇▇▇ L.L.C. with an organizational identification number of: 4468195. (vii) The name of the Debtor with respect to ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ is WU/LH 470 BRIDGEPORT L.L.C. with an organizational identification number of: 4474090. (viii) The mailing address of each Debtor is c/o Lighthouse Real Estate Management LLC, ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇. (ix) The type of organization of each Debtor is limited liability company. (x) The jurisdiction of organization of each Debtor is Delaware. (xi) The name of Secured Party is ▇▇▇▇ ▇▇▇▇▇▇▇ Life Insurance Company. (xii) The mailing address of Secured Party is ▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇. (xiii) A statement describing the portion of the Mortgaged Property and Collateral comprising goods or other personal property that may now be or hereafter become fixtures hereby secured is set forth in the granting clauses of this Mortgage which relates to the real property more particularly described on Exhibit A attached hereto, with respect to the specific Land owned by each Debtor. (xiv) This financing statement is to be recorded in the real estate records. (xv) Additional information concerning the security interest interests herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustMortgagee upon request. If an Event of Default shall occur, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand any and all expenses, including legal expenses and attorneys' fees’ fees and disbursements, incurred or paid by Beneficiary Mortgagee in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor Mortgagor in accordance with the provisions hereof at least five (5) days prior to such actionsale, disposition or action shall constitute commercially reasonable notice to TrustorMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt Indebtedness in such priority and proportions as Beneficiary Mortgagee in its discretion shall deem proper. In the event Mortgagor shall notify Mortgagee of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof Mortgagor and promptly after Beneficiary's request shall execute, Mortgagor hereby expressly authorizes Mortgagee to file and record record, at Mortgagor’s sole cost and expense, such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's the lien of Mortgagee upon and security interest in the Collateral. In addition, and Mortgagor shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such additional Uniform Commercial Code forms or continuation statements as Beneficiary Mortgagee shall deem necessary, necessary and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, provided that no such additional documents shall increase Trustor's the obligations of Mortgagor under the Note, this Deed of Trust and Mortgage or the other Loan Documents. Trustor Mortgagor hereby irrevocably appoints Beneficiary as its authorizes Mortgagee and grants to Mortgagee an irrevocable power of attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryMortgagee, as Trustor's attorney-in-factsecured party, in connection with the Collateral covered by this Deed Mortgage. (b) That portion of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property consisting of personal property and equipment, shall be owned by Mortgagor and shall not be the subject matter of any interest lease or right therein, whether such proceeding affects title other transaction whereby the ownership or any beneficial interest in any of such property is held by any person or entity other rights in than Mortgagor nor shall Mortgagor create or suffer to be created any security interest covering any such property as it may from time to time be replaced, other than the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)security interest created herein.

Security Agreement. (a) This Deed of Trust is both a real property deed Deed of trust Trust and a "security agreement" within the meaning of the Uniform Commercial CodeUCC. The Mortgaged Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Trust Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Trust Property to the full extent that the Mortgaged Trust Property may be subject to the Uniform Commercial Code UCC (said such portion of the Mortgaged Trust Property so subject to the Uniform Commercial Code UCC being called in this Section 18 paragraph the "CollateralCOLLATERAL"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to UCC. As such, this Deed of Trust covers all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial CodeUCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and reasonable attorneys' feesfees and disbursements, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral Collateral, sent to Trustor in accordance with the provisions hereof at least five (5) ten days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code UCC forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code UCC forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code UCC forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-factsecured party, in connection with the Collateral covered by this Deed of Trust. Notwithstanding . (b) Trustor hereby absolutely and unconditionally pledges and assigns to Beneficiary as additional security all of Trustor's right, title and interest in, to and under the: (i) Tenant in Common Agreement, and (ii) the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and Asset Management Agreement ("MANAGEMENT AGREEMENT") among each entity constituting Trustor and Behringer Harvard TIC Management Services LP executed in connection with the Loan, (collectively, the "TENANCY IN COMMON AGREEMENTS"); provided that Beneficiary shall have no obligation or liability under any interest or right therein, whether such proceeding affects title or any other rights in of the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)Tenancy In Common Agreements.

Security Agreement. This Deed of Trust Security Instrument is both a real property deed of trust mortgage and a "“security agreement" ” within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Borrower in the Mortgaged Property. Trustor Borrower by executing and delivering this Deed of Trust Security Instrument has granted and hereby grants to BeneficiaryLender, as security for the DebtObligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "“Collateral"”). Trustor ▇▇▇▇▇▇▇▇ hereby agrees with ▇▇▇▇▇▇ to execute and deliver to BeneficiaryLender, in form and substance reasonably satisfactory to BeneficiaryLender, such financing statements statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereof, and such further assurances as Beneficiary Lender may from time to time time, reasonably consider necessary to create, perfect, and preserve Beneficiary's ▇▇▇▇▇▇’s security interest herein granted. This Deed of Trust Security Instrument shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code as to all Code. All or any part of the Mortgaged Property which now are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustSecurity Instrument. If an Event of Default shall occur, BeneficiaryLender, in addition to any other rights and remedies which it they may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryLender, Trustor Borrower shall at its expense assemble the Collateral and make it available to Beneficiary Lender at a convenient place acceptable to BeneficiaryLender. Trustor Borrower shall pay to Beneficiary Lender on demand any and all expenses, including legal expenses and attorneys' ’ fees, incurred or paid by Beneficiary ▇▇▇▇▇▇ in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Lender with respect to the Collateral sent to Trustor Borrower in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to TrustorBorrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Lender to the payment of the Debt Obligations in such priority and proportions as Beneficiary Lender in its discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorBorrower, such Trustor Borrower shall notify Beneficiary thereof Lender thereof, and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's ▇▇▇▇▇▇’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Borrower shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, thereof it being understood and agreed, however, that no such additional documents shall increase Trustor's Borrower’s obligations under the Note, this Deed of Trust Security Instrument and the other Other Loan Documents. Trustor Borrower hereby irrevocably appoints Beneficiary Lender as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary▇▇▇▇▇▇, as Trustor's ▇▇▇▇▇▇▇▇’s attorney-in-fact, in connection with the Collateral covered by this Deed of TrustSecurity Instrument. Notwithstanding the foregoing, Trustor Borrower shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects effects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor Borrower shall fully cooperate with Beneficiary Lender in the event Beneficiary Lender is a party to such action or proceeding).

Security Agreement. (a) This Deed of Trust Mortgage is both a real property deed of trust mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor, by executing and delivering this Deed of Trust Mortgage, has granted and hereby grants to BeneficiaryMortgagee, as security for the DebtIndebtedness, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to Code. As such, this Mortgage covers all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. Mortgage. (b) If an Event of Default shall occur, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Oneida shall pay to Beneficiary Mortgagee on demand any and all expenses, including legal expenses and attorneys' feesfees and disbursements, incurred or paid by Beneficiary Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor Mortgagor in accordance with the provisions hereof at least five ten (510) days prior to such action, shall constitute commercially reasonable notice to TrustorOneida. The proceeds of any disposition of the Collateral, or any part thereof, may shall be applied by Beneficiary Mortgagee to the payment of the Debt Indebtedness in such priority and proportions manner as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest may be provided in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).Agency

Security Agreement. This Deed 6.1 The Purchaser shall grant to the Vendor security over the Security Shares in respect of Trust the payment of the Purchase Price the Dividend Payments and any Default Interest by the Purchaser to the Vendor under this Agreement the same substantially in the form of the draft security agreement set out in schedule 2 of this Agreement which security agreement shall be executed by the Purchaser and the Vendor simultaneously with their execution of this Agreement. 6.2 The Purchaser hereby confirms, represents and warrants to the Vendor and to the QG Trustee that the Purchaser is both the legal and beneficial owner of the Personal Shares and shall be, following the completion of the sale contemplated herein, the legal and beneficial owner of the Sale Shares and that the same are free from all liens security interests charges and other encumbrances of whatsoever nature and with all rights attaching to them. 6.3 The Vendor shall have recourse solely to the Security Shares in respect of any non-payment by the Purchaser of the Purchase Price and the Dividend Payments. 6.4 In respect of every US$8 of the Purchase Price received by the Vendor from the Purchaser (whether pursuant to clauses 4 or 7 of this Agreement or otherwise) the Vendor shall release the security held by the Vendor under the Security Agreement over one of the Sale Shares provided that: (a) no such release shall be made at any time when any Dividend Payments or Default Interest are outstanding and (b) no such release shall be made at any time the Vendor reasonably believes that such release may in any way jeopardise the security created or purported to be created by the Security Agreement over the Security Shares or any of them and (c) no Sale Share may be released from the security until the parties have entered into a real property deed of trust release and a "security agreement" within any other deed or agreement required to release such Sale Share. 6.5 If at any time prior to the meaning Payment Date the value of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, Secured Personal Shares exceeds 50% of Trustor such of the Purchase Price as has not yet been paid by the Purchaser the Vendor shall upon the written request of the Purchaser release the security held by the Vendor under the Security Agreement over such of the Personal Shares as are in the Mortgaged Property. Trustor by executing and delivering this Deed opinion of Trust has granted and hereby grants the Vendor sufficient to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent ensure that the Mortgaged Property may be value of any Personal Shares remaining subject to the Uniform Commercial Code Security Agreement is at least equal to such 50% it being provided that: (said portion A) no such release shall be made at any time when any Dividend Payments or Default Interest are outstanding; and (B) no such release shall be made at any time the Vendor reasonably believes that such release may in any way jeopardise the security created or purported to be created by the Security Agreement over the Security Shares or any of them; and (C) no Secured Personal Share may be released from the security until the parties have entered into a deed of release and any other deed or agreement required to release such Secured Personal Share; and (D) the value of each of the Mortgaged Property so subject Secured Personal Shares at any relevant time shall be deemed to be the Uniform Commercial Code being called Average Price or if common shares of US$0.01 in this Section 18 the "Collateral"). Trustor hereby agrees capital of the Company shall have ceased to execute and deliver to Beneficiary, be traded on NASDAQ for whatsoever reason shall be determined in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances manner as Beneficiary the Vendor may from time to time reasonably consider necessary to create, perfect, think fit. 6.6 Save and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for except in the purposes circumstances mentioned in clauses 6.4 and 6.5 any release of the Uniform Commercial Code as to all or any part security held by the Vendor under the Security Agreement shall be at the absolute discretion of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth Vendor. 6.7 The Purchaser hereby acknowledges and agrees that nothing in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Agreement shall require the filing or recording Vendor to release any security it holds at any time over any of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record the Security Shares if such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with release may jeopardise the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations security held by the Vendor under the Note, this Deed Security Agreement over any of Trust the Security Shares and the Purchaser covenants to execute such other Loan Documents. Trustor hereby irrevocably appoints Beneficiary documentation (if any) as its attorney-in-fact, coupled with an interest upon Trustorthe Vendor may from time to time request in writing to confirm the Vendor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or security over such other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)Security Shares.

Security Agreement. This Deed of Trust is both Lease constitutes a real property deed of trust security agreement pursuant to and a "security agreement" within in accordance with the meaning of the Uniform Commercial Code. The Mortgaged UCC covering all Property includes both real Collateral and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to BeneficiaryAccounts Collateral, as security for well as the Debt, Authorization Collateral and any other property in or against which Landlord is granted a security interest or lien by the terms of this Lease (collectively, the “Lease Collateral”), and such security agreement, and the security interests and liens created in this Lease, shall survive the expiration or earlier termination of this Lease. Tenant hereby authorizes Landlord to file such financing statements, continuation statements and other documents as may be necessary or desirable to perfect or continue the perfection of Landlord’s security interests and liens in the Mortgaged Property Lease Collateral pursuant to the full extent that UCC. In addition, if required by Landlord at any time during the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to Term, Tenant shall execute and deliver to BeneficiaryLandlord, in form and substance reasonably satisfactory to BeneficiaryLandlord, such additional security agreements, financing statements statements, fixture filings and such further assurances other documents as Beneficiary Landlord may from time reasonably require to time reasonably consider necessary to create, perfect, perfect or continue the perfection of Landlord’s security interests and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth liens in the first paragraph Lease Collateral. Upon the occurrence of this Deed of Trust. If an Event of Default or in connection with an Operational Transfer, Landlord shall occur, Beneficiary, in addition be entitled to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted available to a secured party upon default under the Uniform Commercial CodeUCC, including, without limiting or available to a landlord under the generality laws of the foregoingState(s) where the applicable Leased Property(ies) is (are) located, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Lease Collateral. Any notice of , including the right to sell the same at public or private sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-factand, in connection with any such sale, Tenant agrees that the giving of ten (10) days’ notice by Landlord, designating the time and place of any public sale of any Lease Collateral, or the time after which any private sale or other intended disposition of any Lease Collateral covered by this Deed of Trust. Notwithstanding the foregoingis to be made, Trustor shall appear be deemed to be reasonable notice thereof, and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or Tenant waives any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate notice with Beneficiary in the event Beneficiary is a party to such action or proceeding)respect thereto.

Security Agreement. This Deed of Trust Mortgage is both also a real property deed of trust security agreement between Mortgagor, as debtor, and a "Mortgagee, as secured party. The security agreement" within the meaning interest created hereby is specifically intended to cover and include all leases of the Uniform Commercial Code. The Mortgaged Property, if any, presently existing or hereafter entered into (herein, together with all amendments and supplements thereto made as provided therein, called the “Leases”), between Mortgagor (or parties acting on behalf of Mortgagor), as lessor or as successor to or assignee from the lessor, and tenants which occupy the Property includes both real and personal property under the Leases, including all extended terms and all other rights extensions and interests, whether tangible or intangible in nature, renewals of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiaryterms thereof, as security for well as any amendments to or replacements of said Leases, together with all the Debtright, a security title and interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to BeneficiaryMortgagor, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Codelessor thereunder, including, without limiting the generality of the foregoing, the present and continuing right to take possession make claim for, collect, receive and receipt for any and all of the Collateral rents, charges and other revenues, rents, income, revenues, issues and profits and moneys payable as damages or in lieu of rent and moneys payable as the purchase price of the Property or any part thereof or of awards or claims for money and other sums of money payable or receivable thereunder howsoever payable, and to bring actions and proceedings thereunder or for the enforcement thereof, and to do any and all things which Mortgagor or any lessor is or may become entitled to do under the Leases, provided, that this provision shall not impair or diminish any obligation of Mortgagor under the Leases, nor shall any obligation be imposed upon Mortgagee. Mortgagor, from time to time, upon each request of Mortgagee, promptly shall (a) execute and deliver to Mortgagee all financing statements as required by Mortgagee in order to establish or maintain the validity, perfection or priority of the security interest with respect to the Accessories or fixtures; (b) pay to Mortgagee on demand all costs of preparation and filing of financing statements pursuant hereto and all costs of Code searches reasonably required by Mortgagee; and (c) give to Mortgagee a certificate in form satisfactory to Mortgagee listing all trade names of Mortgagor and under which Mortgagor operates or intends to operate the Property or any part thereof, and give to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any Mortgagee advance written notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds any proposed change of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority trade name and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in of name (or trade name or assumed name), identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)Mortgagor.

Security Agreement. 2.15.1 This Deed of Trust is both Mortgage shall also be a real security agreement between Mortgagor and Mortgagee covering the Mortgaged Property constituting personal property deed of trust or fixtures (hereinafter collectively called "UCC Collateral") governed by the UCC in effect in the State as the same may be more specifically set forth in any financing statement delivered in connection with this Mortgage, and a "as further security agreement" within for the meaning payment and performance of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interestsObligations, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and Mortgagor hereby grants to Beneficiary, as security for the Debt, Mortgagee a security interest in such portion of the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion UCC. In addition to Mortgagee's other rights hereunder, Mortgagee shall have all rights of a secured party under the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral")UCC. Trustor hereby agrees to Mortgagor shall execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such Mortgagee all financing statements and such further assurances that may be required to establish, create, perfect (to the extent the same can be achieved by the filing of a financing statement) and maintain the validity and priority of Mortgagee's security interests, and ▇▇▇▇▇▇▇▇▇ shall bear all reasonable costs thereof, including all UCC searches. Except as Beneficiary otherwise provided in the Secured Debt Documents, if Mortgagee should dispose of any of the Mortgaged Property comprising the UCC Collateral pursuant to the UCC, ten (10) days prior written notice by Mortgagee to Mortgagor shall be deemed to be reasonable notice; provided, however, Mortgagee may dispose of such property in accordance with the foreclosure procedures of this Mortgage in lieu of proceeding under the UCC. Mortgagee may, but shall not be obligated to, from time to time reasonably consider necessary to createexecute and deliver at ▇▇▇▇▇▇▇▇▇'s expense, perfectall continuation statements, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as termination statements, amendments, partial releases, or other instruments relating to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Codefinancing statements by and between ▇▇▇▇▇▇▇▇▇ and Mortgagee. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth Except as otherwise provided in the first paragraph of this Deed of Trust. If Secured Debt Documents, if an Event of Default shall occuroccur and is continuing, Beneficiary(a) Mortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demanddemand to the extent permitted by law, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, UCC including, without limiting the generality of the foregoing, the right to take possession of the UCC Collateral or any part thereof, and to take such other measures as Beneficiary may deem be necessary for the care, protection and preservation of the Collateral. Upon such collateral and (b) upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense expense, assemble the UCC Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand demand, any and all expenses, including legal expenses and reasonable attorneys' fees, fees and disbursements incurred or paid by Beneficiary Mortgagee in protecting the interest in the UCC Collateral and in enforcing the rights hereunder with respect to the such UCC Collateral. Any notice of sale. 2.15.2 ▇▇▇▇▇▇▇▇▇ agrees, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five extent permitted by law, that: (5i) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds all or a part of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property are or are to become fixtures; and any interest or right therein, whether such proceeding affects title or any other rights in (ii) the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in address of Mortgagor is as set forth on the event Beneficiary is a party to such action or proceeding)first page of this Mortgage.

Security Agreement. This Deed of Trust Security Instrument is both a real property deed of trust mortgage and a "“security agreement" ” within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Borrower in the Mortgaged Property. Trustor Borrower by executing and delivering this Deed of Trust Security Instrument has granted and hereby grants to BeneficiaryLender, as security for the DebtObligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "“Collateral"”). Trustor Borrower hereby agrees with Lender to execute and deliver to BeneficiaryLender, in form and substance reasonably satisfactory to BeneficiaryLender, such financing statements statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with the filing and recording thereof, and such further assurances as Beneficiary Lender may from time to time time, reasonably consider necessary to create, perfect, and preserve Beneficiary's Lender’s security interest herein granted. This Deed of Trust Security Instrument shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code as to all Code. All or any part of the Mortgaged Property which now are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustSecurity Instrument. If an Event of Default shall occur, BeneficiaryLender, in addition to any other rights and remedies which it they may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryLender, Trustor Borrower shall at its expense assemble the Collateral and make it available to Beneficiary Lender at a convenient place acceptable to BeneficiaryLender. Trustor Borrower shall pay to Beneficiary Lender on demand any and all expenses, including legal expenses and attorneys' ’ fees, incurred or paid by Beneficiary Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Lender with respect to the Collateral sent to Trustor Borrower in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to TrustorBorrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Lender to the payment of the Debt Obligations in such priority and proportions as Beneficiary Lender in its discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorBorrower, such Trustor Borrower shall notify Beneficiary thereof Lender thereof, and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's Lender’s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Borrower shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, thereof it being understood and agreed, however, that no such additional documents shall increase Trustor's Borrower’s obligations under the Note, this Deed of Trust Security Instrument and the other Other Loan Documents. Trustor Borrower hereby irrevocably appoints Beneficiary Lender as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryLender, as Trustor's Borrower’s attorney-in-fact, in connection with the Collateral covered by this Deed of TrustSecurity Instrument. Notwithstanding the foregoing, Trustor Borrower shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects effects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor Borrower shall fully cooperate with Beneficiary Lender in the event Beneficiary Lender is a party to such action or proceeding).

Security Agreement. (a) (i) This Deed of Trust Security Instrument is both a real property mortgage, deed to secure debt or deed of trust trust, as applicable, and a "“security agreement" ” within the meaning of the Uniform Commercial CodeUCC. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property, and Mortgagor hereby grants to Lender a security interest in all portions of the Property constituting personal property or fixtures under the UCC. This Security Instrument is filed as a fixture filing and covers goods which are or are to become fixtures on the Property. Trustor Mortgagor by executing and delivering this Deed of Trust Security Instrument has granted and hereby grants to BeneficiaryLender, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code UCC (said portion of the Mortgaged Property so subject to the Uniform Commercial Code UCC being called in this Section 18 18.14 the "“Collateral"”). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, BeneficiaryLender, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial CodeUCC, including, without limiting the generality of the foregoing, to the extent allowed by Legal Requirements. the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryLender following an Event of Default, Trustor shall Mortgagor shall, at its expense expense, assemble the Collateral and make it available to Beneficiary Lender at a convenient place acceptable to BeneficiaryLender. Trustor Mortgagor shall pay to Beneficiary Lender on demand any and all expenses, including reasonable legal expenses and attorneys' ’ fees, incurred or paid by Beneficiary Lender in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any disposition pursuant to the UCC of so much of the Collateral as may constitute personal property shall be considered commercially reasonable if made pursuant to a public sale which is advertised at least twice in a newspaper in which sheriff’s sales are advertised in the county where the Premises is located. Any notice of sale, disposition or other intended action by Beneficiary Lender with respect to the Collateral sent given to Trustor Mortgagor in accordance with the provisions hereof at least five ten (510) days prior to such action, shall constitute commercially reasonable notice to TrustorMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Lender to the payment of the Debt in such priority and proportions as Beneficiary Lender in its discretion shall deem proper. In It is not necessary that the event of Collateral be present at any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording disposition thereof. If Beneficiary Lender shall require the filing have no obligation to clean-up or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with otherwise prepare the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)for disposition.

Security Agreement. This Deed of Trust instrument constitutes a Security Agreement as that term is both a real property deed of trust used and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible defined in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code in Illinois (said portion the “Code”) and shall also serve as a grant of security interest of the Mortgaged Personal Property so subject provided herein. Mortgagor fully authorizes Mortgagee to file or cause to be filed such UCC Financing Statements as are requested by Mortgagee, and does further authorize Mortgagee to file or cause to be filed from time to time thereafter such additional Financing Statements and Continuation Statements as Mortgagee may request. All of Mortgagor’s right, title and interest in the Uniform Commercial Code being called Personal Property is hereby assigned to Mortgagee for the ratable benefit of the Secured Parties to secure the payment of the Indebtedness Hereby Secured. Mortgagor hereby makes the following representations, warranties and covenants regarding the Personal Property: (a) the Personal Property is bought or used primarily for business use; (b) the Personal Property (except for receivables and bank accounts) will be kept at the Premises. Mortgagor will not remove the Personal Property from the Premises without the prior written consent of Mortgagee, which consent may be withheld in Mortgagee’s sole and absolute discretion, unless the Personal Property is obsolete, damaged, sold or disposed of in the ordinary course of business; (c) except for the security interest granted hereby Mortgagor is the owner of the Personal Property free from any adverse lien, security interest or encumbrance other than liens permitted under Section 6.02 of the Loan Agreement; and Mortgagor will defend the Personal Property against all claims and demands of all persons at any time claiming the same or any interest therein; (d) no Financing Statement covering any of the Personal Property or any proceeds thereof is on file in any public office, other than financing statements to be released by reason of payments to be made from disbursements of monies borrowed and secured hereby. Mortgagor shall immediately notify Mortgagee in writing of any change in name, address, identity or ownership structure from that shown in this Section 18 the "Collateral"). Trustor hereby agrees Mortgage and shall also upon demand furnish to Mortgagee such further information and shall execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, Mortgagee such financing statements and other documents in form satisfactory to Mortgagee and shall do all such further assurances acts and things as Beneficiary Mortgagee may at any time or from time to time reasonably consider request or as may be necessary or appropriate to create, perfect, establish and preserve Beneficiary's maintain a perfected security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" in the Personal Property as security for the purposes Indebtedness Hereby Secured, subject to no adverse liens or encumbrances other than liens permitted under Section 6.02 of the Uniform Commercial Code Loan Agreement; and Mortgagor will pay the cost of filing the same or filing or recording this Mortgage in all public offices wherever filing or recording is deemed by Mortgagee to be necessary or desirable. The original or a carbon, photographic or other reproduction of this Mortgage is sufficient as a financing statement; (e) Mortgagor will not sell or offer to all sell, assign, pledge, lease or otherwise transfer or encumber the Personal Property or any part interest therein, unless such Personal Property is obsolete or is sold or disposed of in the ordinary course of business, or such sale, assignment, pledge, lease or other transfer or encumbrance is permitted under the Loan Agreement; and (f) Mortgagor will keep the Personal Property free from any adverse lien, security interest or encumbrance (other than liens permitted under Section 6.02 of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth Loan Agreement) and in the first paragraph of this Deed of Trust. If an Event of Default shall occurgood order and repair, Beneficiary, in addition to any other rights ordinary wear and remedies which it may havetear excepted, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under not waste or destroy the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral Personal Property or any part thereof, and shall not use the Personal Property in violation of any statute, ordinance or policy of insurance thereon. Mortgagee may examine and inspect the Personal Property at any reasonable time or times, on reasonable notice, wherever located. Except upon the occurrence and during the continuance of an Event of Default, Mortgagor may have possession of the Personal Property and use it in any lawful manner not inconsistent with this Mortgage and not inconsistent with any policy of insurance thereon. Upon the occurrence and during the continuance of an Event of Default (regardless of whether the Code has been enacted in the jurisdiction where rights or remedies are asserted) Mortgagee shall have the remedies of a secured party under the Code, including without limitation the right to take such other measures as Beneficiary may deem necessary for the care, protection immediate and preservation exclusive possession of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the CollateralPersonal Property, or any part thereof, and for that purpose may, so far as Mortgagor can give authority therefor, with or without judicial process, enter (if this can be done without breach of the peace), upon any premises on which the Personal Property or any part thereof may be applied by Beneficiary situated and remove the same therefrom (provided that if the Personal Property is affixed to the payment Real Estate, such removal shall be subject to the conditions stated in the Code); and Mortgagee shall be entitled to hold, maintain, preserve and prepare the Personal Property for sale, until disposed of, or may propose to retain the Personal Property subject to Mortgagor’s right of redemption in satisfaction of Mortgagor’s obligations as provided in the Code. Mortgagee, without removal, may render the Personal Property unusable and dispose of the Debt Personal Property on the Premises. Mortgagee may require Mortgagor to assemble the Personal Property and make it available to Mortgagee for possession at a place to be designated by Mortgagee which is reasonably convenient to both parties. Unless the Personal Property is perishable or threatens to decline speedily in such priority value or is of a type customarily sold on a recognized market, Mortgagee will give Mortgagor at least ten (10) days’ notice of the time and proportions as Beneficiary in its discretion shall deem proper. In the event place of any change in name, identity public sale thereof or structure of the time after which any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title private sale or any other intended disposition thereof is to be made. The requirements of reasonable notice shall be met if such notice is mailed, postage prepaid, to the address of Mortgagor shown in this Mortgage at least ten (10) days before the time of the sale or disposition. Mortgagee may buy at any public sale and if the Personal Property is of a type customarily sold in a recognized market or is of a type which is the subject of widely distributed standard price quotations, he may buy at private sale. The net proceeds realized upon any such disposition, after deduction for the expenses of retaking, holding, preparing for sale or lease, selling, leasing and the like and reasonable attorneys’ fees and legal expenses incurred by Mortgagee both before and after judgment, if any, shall be applied in satisfaction of the Indebtedness Hereby Secured (the amounts so applied to be distributed among the Secured Parties pro rata in accordance with the amounts of Indebtedness Hereby Secured owed to them on the date of any such application). Mortgagee will account to Mortgagor for any surplus realized on such disposition and Mortgagor shall remain liable for any deficiency. All rights in and remedies under this Mortgage are subject to applicable law. The remedies of Mortgagee hereunder are cumulative and the Mortgaged Property (exercise of any one or more of the remedies provided for herein or under the Code shall not be construed as a waiver of any of the other remedies of Mortgagee so long as any part of Mortgagor’s obligations remains unsatisfied. All rights of Mortgagee in, to and under this Mortgage and in conjunction therewithand to the Personal Property shall pass to and may be exercised by any assignee thereof. Mortgagor agrees that if Mortgagee gives notice to Mortgagor of an assignment of said rights, Trustor upon such notice the liability of Mortgagor to the assignee shall fully cooperate with Beneficiary in be immediate and absolute. Mortgagor will not set up any claim against Mortgagee as a defense, counterclaim or setoff to any action brought by any such assignee for the event Beneficiary unpaid balance owed hereunder or for possession of the Personal Property, provided that Mortgagor shall not waive hereby any right of action to the extent that waiver thereof is a party to such action or proceeding)expressly made unenforceable under applicable law.

Security Agreement. This Deed of Trust Security Instrument is both a real property deed of trust mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust Security Instrument has granted and hereby grants to BeneficiaryMortgagee, as security for the DebtObligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called referred to in this Section 18 Paragraph as the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust Security Instrument shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to Code. As such, this Security Instrument covers all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustSection 13.1. If an Event of Default shall occur, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise exercise, immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, including the right to take possession of the Collateral or any part thereof, thereof and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the CollateralCollateral or the sale thereof. Upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand any and all expenses, including legal expenses and reasonable attorneys' feesfees and disbursements, incurred or paid by Beneficiary Mortgagee in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt in such priority and proportions as Beneficiary Mortgagee in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorMortgagor, such Trustor Mortgagor shall notify Beneficiary Mortgagee thereof and promptly after Beneficiary's request shall executeexecute (if required), file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryMortgagee's lien upon and security interest in the Collateral, Collateral and shall pay all out-of-pocket expenses and fees in connection with the filing and recording thereof. If Beneficiary Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor Mortgagor hereby irrevocably appoints Beneficiary Mortgagee as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its ▇▇▇▇▇▇▇▇▇'s behalf any financing or other statements signed only by BeneficiaryMortgagee, as Trustor's attorney-in-factsecured party, in connection with the Collateral covered by this Deed Security Instrument, and ▇▇▇▇▇▇▇▇▇ hereby acknowledges and agrees that Mortgagor shall have no claim or cause of Trustaction against Mortgagee arising out of Mortgagee's execution and/or recordation of any instruments by or on behalf of ▇▇▇▇▇▇▇▇▇ pursuant to the foregoing power of attorney. Notwithstanding Any notice of sale, disposition or other intended action by Mortgagee with respect to the Collateral sent to Mortgagor in accordance with Section 13.1 at least ten (10) days prior to such action, shall constitute commercially reasonable notice to Mortgagor. In addition to the foregoing, Trustor ▇▇▇▇▇▇▇▇▇ hereby expressly authorizes and agrees with Mortgagee that Mortgagee shall appear have full right and defend authority to prepare and record and/or file, without the necessity of a signature by ▇▇▇▇▇▇▇▇▇, in form, scope and substance satisfactory to Mortgagee, any action or proceeding which affects or purports to affect the Mortgaged Property and all financing statements, fixture financing statements, and any and all renewals or extensions of said financing statements and such additional financing statements as Mortgagee may, from time to time, consider necessary to perfect and preserve Mortgagee's security interest herein granted and Mortgagee may cause such statements and assurances to be recorded and filed at such times and places as may be required or right therein, whether permitted by law to so perfect and preserve such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)security interests.

Security Agreement. This Deed Seller hereby retains title to the Goods until payment in full therefor notwithstanding any document to the contrary unless such document specifically states that this Section 8 of Trust is both a real property deed of trust and a "security agreement" within the meaning Schedule A of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and Credit/Sales Agreement does not apply; Purchaser hereby grants to BeneficiarySeller, as security for the Debtand Seller takes, a security interest in all Goods described on the Mortgaged Property applicable quotation, acknowledgement or invoice, and in all proceeds therefrom, which security interest shall continue until Seller has been paid the full amounts due hereunder and thereunder; Purchaser shall execute such documents as may be required to give Seller’s security interest priority, as a purchase money security interest or otherwise, over the interests of all other persons or entities and grants to Seller a power of attorney coupled with an interest authorizing it to execute such documents on its behalf; Purchaser shall keep all Goods subject to this security interest fully insured against damage due to fire, theft, accident and the elements under a policy in form satisfactory to Seller as loss payee; Purchaser shall pay, before delinquency, all taxes and other charges assessed against the Goods purchased hereunder and keep the Goods free from all liens and security interests other than that created hereby or those created by law, except with Seller’s written consent; For valuable consideration and as security for the payment and performance of the Purchaser’s obligations, Purchaser grants to the full extent that Seller a security interest in, and the Mortgaged Property may be subject Seller hereby takes a security interest in, all of the Purchaser’s right, title and interest in and to all of the Purchaser’s present and after-acquired personal property and all proceeds thereof of whatsoever nature and kind and wherever situate but excluding consumer Goods; For valuable consideration and as security for the payment and performance of the Purchaser’s obligation, Purchaser grants to the Uniform Commercial Code (said portion of Seller a floating charge on all Purchaser’s real, immovable and leasehold property, both present and future. The floating charge shall become a fixed charge when Seller proceeds to enforce payment; Upon default hereunder the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and Seller may exercise immediately and without demand, any and all rights and remedies granted available to a secured party upon default it under the Uniform Commercial Code, including, without limiting Personal Property Security Act (Yukon) and any similar statute in any other province or territory in Canada which affects the generality of the foregoing, the right to take possession of the Collateral or any part thereof, Goods; and to take such other measures as Beneficiary The Seller may deem necessary for the care, protection exercise all rights and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it remedies available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five Builders Lien Act (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceedingYukon).

Security Agreement. 2.16.1 This Deed of Trust is both Mortgage shall also be a real security agreement between Mortgagor and Mortgagee covering the Mortgaged Property constituting personal property deed of trust and a or fixtures (hereinafter collectively called "security agreement" within the meaning of UCC Collateral") governed by the Uniform Commercial Code. The Mortgaged Property includes both real Code ("UCC") of the State of Illinois (the "State") as such UCC Collateral may be more specifically set forth in any financing statement delivered in connection with this Mortgage, and, as further security for the payment and personal property and all other rights and interestsperformance of the Secured Obligations, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and Mortgagor hereby grants to Beneficiary, as security for the Debt, Mortgagee a security interest in such portion of the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion UCC. In addition to Mortgagee's other rights hereunder, Mortgagee shall have all rights of a secured party under the Mortgaged Property so subject to UCC, as is in effect in the Uniform Commercial Code being called relevant jurisdiction, or other applicable laws or in this Section 18 equity. Mortgagor hereby authorizes the "Collateral"). Trustor hereby agrees to filing of, and if requested by Mortgagee, Mortgagor shall execute and deliver to BeneficiaryMortgagee, in form and substance reasonably satisfactory to Beneficiary, such all financing statements and such further assurances that may be reasonably required by Mortgagee to establish, create, perfect (to the extent the same can be achieved by the filing of a financing statement) and maintain the validity and priority of Mortgagee's security interests, and Mortgagor shall bear all reasonable costs thereof, including all UCC searches. Except as Beneficiary otherwise provided in the Secured Debt Documents, if Mortgagee should dispose of any of the Mortgaged Property comprising the UCC Collateral pursuant to the UCC, ten (10) days' prior written notice by Mortgagee to Mortgagor shall be deemed to be reasonable notice; provided, however, that Mortgagee may dispose of such property in accordance with the foreclosure procedures of this Mortgage in lieu of proceeding under the UCC. Mortgagee may from time to time reasonably consider necessary to createexecute and deliver at Mortgagor's expense all continuation statements, perfecttermination statements, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as amendments, partial releases, or other instruments relating to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Codefinancing statements by and between Mortgagor and Mortgagee. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth Except as otherwise provided in the first paragraph of this Deed of Trust. If Secured Debt Documents, but otherwise subject to the provisions thereof, if an Event of Actionable Default shall occuroccur and be continuing, Beneficiary(a) Mortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demanddemand to the extent permitted by law, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial CodeUCC, as in effect in any relevant jurisdiction, including, without limiting the generality of the foregoing, the right to take possession of the UCC Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon such collateral and (b) upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense expense, assemble the UCC Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand any and all expenses, including legal expenses and reasonable attorneys' fees, fees and disbursements incurred or paid by Beneficiary Mortgagee in protecting the interest in the UCC Collateral and in enforcing the Mortgagee's rights hereunder with respect to such UCC Collateral. 2.16.2 Mortgagor and the Collateral. Any notice of saleMortgagee agree, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor extent permitted by law, that: (i) this Mortgage upon recording or registration in accordance with the provisions hereof at least five (5) days prior to such action, real estate records of the proper office shall constitute commercially reasonable notice to Trustor. The proceeds a financing statement filed as a "fixture filing" within the meaning of any disposition Sections 9-102(a)(40) and 9-502(c) of the Collateral, UCC; (ii) all or any a part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property are or are to become fixtures; and (iii) the addresses of Mortgagor and Mortgagee are as set forth on the first page of this Mortgage and if Mortgagor is not the record owner of any interest real property to which the fixtures are or right thereinmay become attached, whether such proceeding affects title or any other rights the name of the record owner is Midwest Generation, LLC and (iv) Mortgagor's organizational identification number in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary State of Illinois is a party to such action or proceeding)00314951.

Security Agreement. This Deed of Trust Mortgage is both a real property deed of trust mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryMortgagee, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor Mortgagor hereby agrees to execute and deliver to BeneficiaryMortgagee, in form and substance reasonably satisfactory to BeneficiaryMortgagee, such financing statements and such further assurances as Beneficiary Mortgagee may from time to time reasonably consider necessary to create, perfect, and preserve BeneficiaryMortgagee's security interest herein granted. This Deed of Trust Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustMortgage. If an Event of Default shall occur, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor Mortgagor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to TrustorMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt in such priority and proportions as Beneficiary Mortgagee in its discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorMortgagor, such Trustor Mortgagor shall notify Beneficiary Mortgagee thereof and promptly after BeneficiaryMortgagee's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryMortgagee's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase TrustorMortgagor's obligations under the Note, this Deed of Trust Mortgage and the other Loan Documents. Trustor Mortgagor hereby irrevocably appoints Beneficiary Mortgagee as its attorney-in-fact, coupled with an interest upon TrustorMortgagor's failure to do so within five (5) Business Days after request by BeneficiaryMortgagee, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryMortgagee, as TrustorMortgagor's attorney-in-fact, in connection with the Collateral covered by this Deed of TrustMortgage. Notwithstanding the foregoing, Trustor Mortgagor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor Mortgagor shall fully cooperate with Beneficiary Mortgagee in the event Beneficiary Mortgagee is a party to such action or proceeding).

Security Agreement. This Deed of Trust is Mortgage constitutes both a real property deed of trust mortgage and a "security agreement" ", within the meaning of the Uniform Commercial Code. The , and the Mortgaged Property includes both real and personal property and all other rights and interestsinterest, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor This Mortgage secures, and the obligations secured hereby include, future advances. All advances and indebtedness arising and accruing from time to time under the Credit Facility shall be secured hereby to the same extent as though the Credit Agreement and the other Credit Facility Documents were fully incorporated in this Mortgage. Under the Credit Agreement and the other Credit Facility Documents advances may be made and indebtedness may be incurred from time to time hereafter, but each such advance or indebtedness shall be secured hereby as if made on the date hereof. Mortgagor by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryMortgagee, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to Property, including, without limitation, FF&E. This Mortgage constitutes and is effective as a fixture filing as provided in Section 402 of Division 9 of the Uniform Commercial Code (said portion Code, as to those portions of the Mortgaged Property so subject are or are to the Uniform Commercial Code being called become fixtures as defined in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, demand any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral FF&E or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor FF&E. Mortgagor shall pay to Beneficiary Mortgagee on demand any and all expenses, expenses (including legal expenses and reasonable attorneys' fees, ) actually incurred or paid by Beneficiary Mortgagee in protecting the its interest in the Collateral FF&E and in enforcing the its rights hereunder with respect to the Collateral. FF&E. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral FF&E sent to Trustor Mortgagor in accordance with the provisions hereof of this Mortgage at least seven (7) business days prior to the date of any such sale, disposition or other action, shall constitute reasonable notice to Mortgagor (except in the case of FF&E which is perishable or is of a type customarily sold on a recognized market, in which case such seven (7) business days' notice shall not be required), and the method of sale or disposition or other intended action set forth or specified in such notice shall conclusively be deemed to be commercially reasonable within the meaning of the Uniform Commercial Code unless objected to in writing by Mortgagor within five (5) days prior to after receipt by Mortgagor of such action, shall constitute commercially reasonable notice to Trustornotice. The proceeds of any sale or disposition of the CollateralFF&E, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt in such order, priority and proportions as Beneficiary Mortgagee in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).

Security Agreement. This Deed of Trust is both a real property deed of trust and a "security agreement" within 7.1 To further secure the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interestsObligations, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and Grantor hereby grants to Beneficiary, a security interest in all of Grantor’s rights, titles and interests in and to the Mortgaged Property insofar as such Mortgaged Property consist of the goods, equipment, accounts, contract rights, general intangibles, insurance contracts, insurance proceeds, inventory, hydrocarbons, fixtures and any and all other personal property of any kind or character defined in and subject to the provisions of the Colorado Uniform Commercial Code, including the proceeds and products from any and all of such personal property. Upon the occurrence of any Event of Default, Beneficiary is and shall be entitled to all of the rights, powers and remedies afforded a secured party by the Colorado Uniform Commercial Code with reference to the personal property and fixtures in which Beneficiary has been granted a security interest herein, Beneficiary may proceed as to both the real and personal property covered hereby in accordance with the rights and remedies granted under this Deed of Trust in respect of the real property covered hereby. Such rights, powers and remedies shall be cumulative and in addition to those granted Beneficiary under any other provision of this Deed of Trust or under any other instrument executed in connection with or as security for the DebtObligations. Grantor covenants and agrees with Beneficiary that: (a) To the extent permitted by law, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion Grantor expressly waives any notice of sale or other dispos­ition of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute personal property constituting a "fixture filing" for the purposes part of the Uniform Commercial Code as ­Mortgaged Property ­and any other right or remedies of a ­Grantor ­or formalities prescribed by law relative to all sale or any disposition of the ­ personal property constituting a part of the Mortgaged Property which now or hereafter constitute "fixtures" under ­exercise of any other right or remedy of Beneficiary existing after default hereunder; and to the Uniform Commercial Code. Information concerning extent any such notice is required and cannot be waived, Grantor agrees that if such notice is delivered to it at least ten (10) days before the security interest herein granted may be obtained from the parties at the addresses time of the parties set forth in the first paragraph sale or disposition, such notice shall be deemed reasonable and shall fully satisfy any requirement for giving of this Deed of Trust. If said notice. (b) Following an Event of Default shall occurDefault, BeneficiaryBeneficiary is expressly granted the right at its option, in addition to transfer at any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted time to itself or to its nominee the personal property constituting a secured party upon default under the Uniform Commercial Code, including, without limiting the generality part of the foregoingMortgaged Property, the right to take possession of the Collateral or any part thereof, and to take receive the monies, income, proceeds, or benefits attributable or accruing thereto and to hold the same as security for the indebtedness or to apply it on the principal and interest or other amounts owing on any of the Obligations, whether or not then due, in such other measures order or manner as Beneficiary may deem necessary for elect. All rights to marshalling of assets of Grantor, including any such right with respect to the care, protection and preservation personal property constituting a part of the Collateral. Upon request Mortgaged Property, are hereby waived. (c) All expenses of preparing for sale, or demand other use or disposition, selling or otherwise using or disposing of Beneficiary, Trustor shall at its expense assemble the Collateral Mortgaged Property and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, the like which are incurred or paid by Beneficiary in protecting the interest in the Collateral as authorized or permitted hereunder, including also all reasonable attorneys’ fees, legal expenses and in enforcing the rights hereunder with respect costs, shall be added to the Collateral. Any notice of sale, disposition or other intended action by Obligations and the Grantor shall be liable therefor. (d) If Beneficiary with respect elects to exercise its rights under the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Colorado Uniform Commercial Code forms as to the personal property constituting a part of the Mortgaged Property, this election shall not preclude Beneficiary or the Trustee from exercising any other rights and remedies granted by this instrument as to the remainder of the Mortgaged Property. (e) Any copy of this instrument may also serve as a financing statement and, when filed under the real estate records of Weld County, a fixture filing of some portions of the goods described herein, that are necessary or are to maintain become fixtures as part of the priority Mortgaged Property, under the Colorado Uniform Commercial Code between the Grantor, whose present address is listed on the first page of this Deed of Trust, and Beneficiary, whose present address is listed on the first page of this Deed of Trust. (f) So long as any amount remains unpaid on any of the Obligations, Grantor will not execute and there will not be filed in any public office any financing statement or statements affecting the collateral other than financing statements in favor of Beneficiary hereunder, unless the prior written specific consent and approval of Beneficiary shall have first been obtained. (g) Beneficiary is authorized to file, in any jurisdiction where Beneficiary deems it necessary, a financing statement or statements covering the Mortgaged Property, and at the reasonable request of Beneficiary's lien upon and security interest , Grantor will join Beneficiary in executing one or more such financing statements pursuant to the CollateralColorado Uniform Commercial Code in form satisfactory to Beneficiary, and shall will pay the cost of filing or recording this Deed of Trust, as a financing statement, in all expenses public offices at any time and fees in connection with the filing and recording thereof. If Beneficiary shall require the from time to time whenever filing or recording of additional Uniform Commercial Code forms any financing statement or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, of this Deed of Trust is deemed by Beneficiary to be necessary or desirable. 7.2 Portions of the Mortgaged Property consist of (i) oil, gas and other minerals produced or to be produced from the lands described in the Leases and to the accounts resulting from the sale thereof at the wellhead, or (ii) goods which are or will become fixtures attached to the real estate constituting a portion of the Mortgaged Property, and Grantor hereby agrees that this instrument shall be filed in the real property records and the other Loan DocumentsUniform Commercial Code records of the counties in which the Mortgaged Property are located as a financing statement to perfect the security interest of Beneficiary in said portions of the Mortgaged Property. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with Nothing herein contained shall impair or limit the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by effectiveness of this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action Trust as a security agreement or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any financing statement for other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)purposes.

Security Agreement. This Deed Upon the occurrence and during the continuation of Trust is both a real property deed an Event of trust Default, (x) upon written notice from Secured Party to any Grantor, all rights of such Grantor to exercise the voting and a "security agreement" within other consensual rights which it would otherwise be entitled to exercise pursuant hereto shall cease, and all such rights shall thereupon become vested in Secured Party who shall thereupon have the meaning sole right to exercise such voting and other consensual rights; (y) all rights of such Grantor to receive the dividends, other distributions and interest payments which it would otherwise be authorized to receive and retain pursuant hereto shall cease, and all such rights shall thereupon become vested in Secured Party who shall thereupon have the sole right to receive and hold as Securities Collateral such dividends, other distributions and interest payments; and (z) all dividends, principal, interest payments and other distributions which are received by such Grantor contrary to the provisions of clause (ii) of the Uniform Commercial Code. The Mortgaged Property includes both real immediately preceding paragraph or clause (y) above shall be received in trust for the benefit of Secured Party, shall be segregated from other funds of such Grantor and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor shall forthwith be paid over to Secured Party as Securities Collateral in the Mortgaged Propertysame form as so received (with any necessary endorsements). Trustor by executing In order to permit Secured Party to exercise the voting and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property other consensual rights which it may be subject entitled to the Uniform Commercial Code exercise pursuant hereto and to receive all dividends and other distributions which it may be entitled to receive hereunder, (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to I) each Grantor shall promptly execute and deliver (or cause to Beneficiarybe executed and delivered) to Secured Party all such proxies, in form dividend payment orders and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances other instruments as Beneficiary Secured Party may from time to time reasonably consider necessary to create, perfectrequest, and preserve Beneficiary's security interest herein granted. This Deed (II) without limiting the effect of Trust shall also constitute clause (I) above, each Grantor hereby grants to Secured Party an irrevocable proxy to vote the Pledged Shares and to exercise all other rights, powers, privileges and remedies to which a "fixture filing" for the purposes holder of the Uniform Commercial Code as to all Pledged Shares would be entitled (including giving or withholding written consents of shareholders or other holders of equity interests, calling special meetings of shareholders or other holders of equity interests and voting at such meetings), which proxy shall be effective, automatically and without the necessity of any action (including any transfer of any Pledged Shares on the record books of the issuer thereof) by any other Person (including the issuer of the Pledged Shares or any part officer or agent thereof), upon the occurrence of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default and which proxy shall occur, Beneficiary, only terminate upon the payment in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality full of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)Secured Obligations.

Security Agreement. This Deed of Trust Mortgage is both a real property deed of trust mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryMortgagee, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "CollateralCOLLATERAL"). Trustor Mortgagor hereby agrees with Mortgagee to execute and deliver to BeneficiaryMortgagee, in form and substance reasonably satisfactory to BeneficiaryMortgagee, such financing statements and such further assurances as Beneficiary Mortgagee may from time to time time, reasonably consider necessary to create, perfect, and preserve BeneficiaryMortgagee's security interest herein granted. This Deed of Trust Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "fixtures" are to become fixtures under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustMortgage. If an Event of Default shall occur, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryMortgagee after the occurrence and during the continuance of an Event of Default, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place reasonably acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary on Mortgagee within ten (10) Business Days of demand therefor any and all expenses, including legal expenses and reasonable attorneys' feesfees and disbursements, incurred or paid by Beneficiary Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor Mortgagor in accordance with the provisions hereof at least five ten (510) days Business Days prior to such action, shall constitute commercially reasonable notice to TrustorMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt in such priority and proportions as Beneficiary Mortgagee in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorMortgagor, such Trustor Mortgagor shall notify Beneficiary Mortgagee thereof and promptly after BeneficiaryMortgagee's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryMortgagee's lien upon and security interest in the Collateral, and shall pay all reasonable expenses and fees in connection with the filing and recording thereof. If Beneficiary Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Mortgagee shall deem reasonably necessary, and shall pay all reasonable expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase TrustorMortgagor's obligations or decrease Mortgagor's rights under the Note, this Deed Mortgage and any of Trust and the other Loan Documents. Trustor Mortgagor hereby irrevocably appoints Beneficiary Mortgagee as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryMortgagee, as Trustor's attorney-in-factsecured party, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)Mortgage.

Security Agreement. This Deed of Trust Mortgage is both a real property deed of trust mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryMortgagee, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph 29 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand any and all reasonable expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary Mortgagee in protecting the its interest in the Collateral and in enforcing the its rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor Mortgagor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to TrustorMortgagor unless otherwise required by law. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt in such priority and proportions as Beneficiary Mortgagee in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).

Security Agreement. This Deed of Trust is both a real property deed of trust and a "security agreement" within the meaning of the Uniform Commercial CodeUCC. The Mortgaged Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Trust Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Trust Property to the full extent that the Mortgaged Trust Property may be subject to the Uniform Commercial Code UCC (said such portion of the Mortgaged Trust Property so subject to the Uniform Commercial Code UCC being called in this Section 18 paragraph the "Collateral"' ). The foregoing sentence is intended to grant in favor of Beneficiary a first priority continuing lien and security interest in all of Trustor's assets. Trustor hereby agrees authorizes Beneficiary and its counsel to execute and deliver to Beneficiary, file UCC financing statements in form and substance reasonably satisfactory to Beneficiary, such financing statements describing the collateral as "all assets of Trustor, whether now owned or existing -or hereafter acquired or arising and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfectwheresoever located, and preserve Beneficiary's security interest herein grantedall proceeds and products thereof, including, without limitation, all fixtures on the Premises" or words to that effect, and any limitations on such collateral description, notwithstanding that such collateral description may be broader in scope than the Collateral described in this Deed of Trust. This Deed of Trust shall also constitute a "“fixture filing" ” for the purposes of the Uniform Commercial Code as to UCC. As such, this Deed of Trust covers all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default defau1t under the Uniform Commercial CodeUCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and reasonable attorneys' feesfees and disbursements, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral Collateral, sent to Trustor in accordance with the provisions hereof at least five (5) ten days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the CollateralCol1ateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code UCC forms as are necessary to maintain the priority of Beneficiary's ' s lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code UCC forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code UCC forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).

Security Agreement. This Deed of Trust is both a real property deed of trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, constitutes a security interest in ------------------ agreement under the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the applicable Uniform Commercial Code (said portion of the Mortgaged Property so subject with respect to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements Chattels and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part other of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Codeis personal property. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in In addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all the rights and remedies granted to Beneficiary by other applicable law or hereby, Beneficiary shall have all of the rights and remedies with respect to the Chattels and such other personal property as are granted to a secured party upon default under the applicable Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon Beneficiary's request or demand after an Event of BeneficiaryDefault, Trustor Grantor shall promptly and at its expense assemble the Collateral Chattels and such other personal property and make it the same available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor Grantor, after an Event of Default, shall pay to Beneficiary on demand demand, with interest at the Default Rate, any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the its interest in the Collateral Chattels and such other personal property and in enforcing the its rights hereunder with respect to the Collateralthereto. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral Chattels and such other personal property sent to Trustor Grantor in accordance with the provisions hereof at least five (5) days prior to such action, action shall constitute commercially reasonable notice to TrustorGrantor. The proceeds of any disposition of the Collateralsuch sale or disposition, or any part thereof, may be applied by Beneficiary to the payment of the Debt indebtedness secured hereby in such priority order and proportions as Beneficiary in its discretion shall deem properappropriate. In To the event extent Grantor may lawfully do so and without limiting any rights and/or privileges herein granted to Beneficiary, Grantor agrees that Beneficiary and/or Trustee and any successor Trustee may dispose of any change or all of the Chattels at the same time and place and after giving the same notices provided in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees this Deed in connection with a non-judicial foreclosure sale under the filing terms and recording thereofconditions set forth in Article II, Section 2.01, III or IV, of this Deed. If Beneficiary shall require In this connection, Grantor agrees that the filing sale may be conducted by Trustee or recording successor Trustee; that the sale of additional Uniform Commercial Code forms the real estate and improvements described in this Deed and the Chattels or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording any part thereof, it being understood may be sold separately or together; and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event the Premises and the Chattels or any part thereof are sold together, Beneficiary is a party will not be obligated to such action or proceeding)allocate the consideration received as between the Premises and the Chattels.

Security Agreement. This Deed In addition to, but not in lieu of, any statutory lien which Landlord has under Florida law, including under Section 83.08, Florida Statutes, Tenant hereby grants to Landlord and Landlord shall have at all times, a valid first priority security interest, to secure payment of Trust is both a real property deed all sums of trust money due and a "security agreement" within the meaning payable under this Lease from Tenant and to secure payment of any damages or loss which Landlord may suffer by reason of the Uniform Commercial Code. The Mortgaged Property includes both real breach by Tenant of any term, covenant, or condition contained herein, in and personal property to all goods, inventory, equipment, fixtures, and all other rights tangible and interests, whether tangible intangible personal property owned by Tenant and all insurance proceeds of or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants relating to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion any of the Mortgaged Property so subject to foregoing (collectively, “Personal Property”) presently or hereafter situate in or about the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute Premises, and deliver to Beneficiaryall proceeds therefrom, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time Personal Property shall not be removed therefrom without the consent of Landlord until all arrearage in Base Rent and any Additional Rent then due and payable to time reasonably consider necessary to createLandlord under this Lease shall first have been paid and discharged and all the provisions of this Lease have been fully complied with by Tenant. If Tenant shall default under this Lease, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes or is no longer in possession of the Uniform Commercial Code as to all or Premises for any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occurreason, Beneficiarythen Landlord may, in addition to any other rights remedies provided in this Lease or allowed at law or in equity, all of which are cumulative, enter upon the Premises and remedies which it may have, shall have and may exercise immediately and without demand, take possession of any and all rights and remedies granted to a secured party upon default under of the Uniform Commercial Code, includingPersonal Property, without limiting liability for trespass or conversion, and sell the generality same at public or private sale, with or without having such property at the sale, after giving Tenant reasonable notice of the foregoing, the right to take possession time and place of any public sale or of the Collateral time after which any private sale is to be made, at which sale the Landlord or any part thereof, and to take its assigns may purchase such other measures as Beneficiary may deem necessary for the care, protection and preservation Personal Property unless otherwise prohibited by law. The requirement of the Collateral. Upon request or demand of Beneficiary, Trustor reasonable notice shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest be met if such notice is given in the Collateral and manner prescribed in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof this Lease at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustorbefore the date of the sale. The proceeds of from any such disposition of the CollateralPersonal Property, less all expenses incurred in connection with the taking of possession, holding, and selling of the Personal Property (including, without limitation, reasonable attorneys’ fees and disbursements) shall be applied as a credit against the indebtedness secured by this security interest. Any surplus shall be paid to Tenant or as otherwise required by law, and Tenant shall pay any deficiencies forthwith. Although title to all of the Personal Property shall be in Tenant, none of such property or any right or interest therein or thereto shall be conveyed, transferred, assigned, mortgaged, or encumbered in any manner by Tenant without the prior written consent of Landlord, which may be granted or withheld in Landlord’s sole discretion. The provisions of this Section 16 shall constitute a security agreement under the Uniform Commercial Code of the State of Florida (“UCC”), and create a security interest in the Personal Property, and Tenant agrees to execute, as debtor, such financing statements as Landlord may now or hereafter reasonably request to perfect the foregoing security interest pursuant to the UCC. Simultaneously with the execution of this Lease, Tenant agrees to execute all UCC-1 financing statements necessary to perfect Landlord’s security interest granted by this Section 16. Tenant shall take all necessary action to maintain and preserve such security interest including, but not limited to, the execution, delivering, filing, refiling, recording, or re-recording of any financing statements, continuation statements, or other security agreements and the giving of such instruments of further assurance as Landlord from time to time may request to protect its security interest. Without limiting the foregoing, Tenant appoints Landlord as Tenant’s attorney-in-fact to execute, deliver and file such instruments for and on behalf of Tenant, but Landlord shall not be required, and shall not be deemed to be under any duty to Tenant, any guarantor or surety with respect to this Lease, or any other person to protect, perfect, secure, or insure the security interest nor shall Landlord have any obligation for, among other things, the filing of any financing statements under the UCC. The limited part thereofof attorney granted by Tenant in the immediately preceding sentence, may being coupled with an interest, is deemed to be applied irrevocable by Beneficiary Tenant. Notwithstanding the expiration or sooner termination of this Lease, the terms of this Section 16 shall survive as a security agreement with respect to the payment security interest until repayment or satisfaction in full of all obligations of Tenant under this Lease. The Personal Property shall at all times remain in the Debt in such priority and proportions as Beneficiary in its discretion shall deem properPremises, subject to the control of Landlord. In the event of any change in namea sale or ground lease of the Premises, identity the security interest shall be automatically transferred to the purchaser or structure of any Trustorground lessor. In addition, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall executeLandlord may, at its election, file a copy of this Lease at any time as a financing statement. Landlord, as secured party, shall be entitled to all of the rights and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations remedies afforded a secured party under the NoteUCC in addition to all other rights and remedies under this Lease, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-factat law, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action equity or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)otherwise.

Security Agreement. This Deed of Trust is Mortgage constitutes both a real property deed of trust mortgage and a "“security agreement" ”, within the meaning of the Uniform Commercial Code. The , and the Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor the Mortgagor in the Mortgaged Property. Trustor by By executing and delivering this Deed of Trust Mortgage, the Mortgagor has granted and hereby grants to Beneficiary, the Lender as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of TrustProperty. If an Event of Default shall occuroccurs, Beneficiarythe Lender, in addition to any other rights and remedies which it they may havehave and subject to the rights and remedies of other lenders in connection with the Existing Mortgages, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral Equipment or any part thereof, and to take such other measures as Beneficiary the Lender may deem necessary for the care, protection and preservation of the CollateralEquipment. Upon request or demand of Beneficiarythe Lender and subject to the rights and remedies of other lenders in connection with the Existing Mortgages, Trustor the Mortgagor shall at its expense assemble the Collateral Equipment and make it available to Beneficiary the Lender at a convenient place acceptable to Beneficiarythe Lender. Trustor The Mortgagor shall pay to Beneficiary the Lender on demand any and all expenses, including legal expenses and attorneys' ’ fees (including in-house counsel fees), incurred or paid by Beneficiary the Lender in protecting the their and other Secured Parties’ interest in the Collateral Mortgaged Property and in enforcing the its and other Secured Parties’ rights hereunder under this Mortgage with respect to the CollateralMortgaged Property. Any notice of sale, disposition or other intended action by Beneficiary the Lender with respect to the Collateral personal property comprising the Mortgaged Property which is sent to Trustor the Mortgagor in accordance with the provisions hereof at least five ten (510) days prior to such action, shall constitute commercially reasonable notice to Trustorthe Mortgagor. The proceeds of any disposition of the CollateralMortgaged Property, or any part thereof, may be applied by Beneficiary the Lender to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest provided in the CollateralPurchase Agreement, subject to the rights and shall pay all expenses and fees remedies of other lenders in connection with the Existing Mortgages. Without in any way limiting the generality of the immediately preceding paragraph or of the definition of Mortgaged Property, this Mortgage constitutes a fixture filing and recording thereof. If Beneficiary shall require under Section 9-502 of the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file Code. For such purpose: (a) the “debtor” is Mortgagor and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessaryits address is the address given for it in the initial paragraph of this Mortgage; (b) the “secured party” is the Lender, and shall pay all expenses and fees in connection with their address for the filing and recording thereof, purpose of obtaining information is the address given for it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property initial paragraph of this Mortgage; (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary c) the real estate to which the Fixtures are or are to become attached is the Mortgagor’s interest in the event Beneficiary Premises described on SCHEDULE A hereto; and (d) the record owner of such real estate is a party to such action or proceeding)the Mortgagor.

Security Agreement. 2.12.1 This Deed of Trust is both shall also be a real property deed of trust security agreement between Trustor and a "security agreement" within the meaning Beneficiary covering that portion of the Mortgaged Property that constitutes personal property or fixtures (hereinafter collectively called “UCC Collateral”) governed by the Nevada Uniform Commercial Code. The Mortgaged Property includes both real Code (the “UCC”), and personal property as further security for the payment and all other rights and interestsperformance of the Secured Obligations, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, Beneficiary a security interest in such portion of the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion UCC. In addition to Beneficiary’s other rights hereunder, Beneficiary shall have all rights of a secured party under the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral")UCC. Trustor hereby agrees to execute and deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such authorizes the filing of all financing statements and such further assurances that may be reasonably required by Beneficiary to establish, create, perfect (to the extent the same can be achieved by the filing of a financing statement) and maintain the validity and priority of Beneficiary’s security interests, and Trustor shall bear all reasonable costs thereof, including all UCC searches. Except as otherwise provided in the Credit Documents, if Beneficiary should dispose of any of the Mortgaged Property comprising the UCC Collateral pursuant to the UCC, ten (10) Days’ prior written notice by Beneficiary to Trustor shall be deemed to be reasonable notice; provided, however, Beneficiary may dispose of such property in accordance with the foreclosure procedures of this Deed of Trust in lieu of proceeding under the UCC. Beneficiary may from time to time reasonably consider necessary to createexecute, perfectdeliver and/or file at Trustor’s expense, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as all continuation statements, termination statements, amendments, partial releases, or other instruments relating to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Codefinancing statements by and between Trustor and Beneficiary. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth Except as otherwise provided in the first paragraph of this Deed of Trust. If Credit Documents, if an Event of Default shall occuroccur and is continuing, (a) Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demanddemand to the extent permitted by Governmental Rule, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, UCC including, without limiting the generality of the foregoing, the right to take possession of the UCC Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon such UCC Collateral and (b) upon request or demand of Beneficiary, Trustor shall at its expense assemble the UCC Collateral and make it available to Beneficiary at a convenient place reasonably acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses reasonable attorneys’ fees and attorneys' fees, disbursements incurred or paid by Beneficiary in protecting the interest in the UCC Collateral and in enforcing the rights hereunder with respect to the such UCC Collateral. Any notice . 2.12.2 This Deed of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, Trust shall constitute commercially reasonable notice a fixture filing pursuant to TrustorNRS Section 104.9502, as amended and recodified from time to time. Some or all of the UCC Collateral may be or become a fixture in which Beneficiary has a security interest under the security agreement set forth in Section 2.12.1 above (the “Security Agreement”). However, nothing herein shall, or shall be deemed to, create any lien or interest in favor of the Trustee in any UCC Collateral which is not a fixture. The proceeds rights, remedies and interests of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan DocumentsSecurity Agreement are independent and cumulative, and there shall be no merger of any lien hereunder with any security interest created by the Security Agreement. Trustor hereby irrevocably appoints Beneficiary as may elect to exercise or enforce any of its attorney-in-factrights, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing remedies or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by interests under either or both this Deed of Trust. Trust or the Security Agreement as Beneficiary may from time to time deem appropriate. 2.12.3 Notwithstanding the foregoingany other provision hereof, Beneficiary shall not be deemed to have accepted any property other than cash in satisfaction of any obligation of Trustor to Beneficiary unless Trustor shall appear and defend in make an express written election of said remedy under NRS Section 104.9620, or other applicable law. Trustor agrees that Beneficiary shall have no obligation to process or prepare any action UCC Collateral for sale or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)disposition.

Security Agreement. This Deed of Trust is both a real property deed of trust and a "security agreement" within the meaning of the Uniform Commercial CodeUCC. The Mortgaged Trust Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Trust Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Trust Property to the full extent that the Mortgaged Trust Property may be subject to the Uniform Commercial Code UCC (said such portion of the Mortgaged Trust Property so subject to the Uniform Commercial Code UCC being called in this Section 18 paragraph the "“Collateral"”). The foregoing sentence is intended to grant in favor of Beneficiary a first priority continuing lien and security interest in all of Trustor's assets. Trustor hereby agrees authorizes Beneficiary and its counsel to execute and deliver to Beneficiary, file UCC financing statements in form and substance reasonably satisfactory to Beneficiary, such financing statements describing the collateral as "all assets of Trustor, whether now owned or existing or hereafter acquired or arising and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfectwheresoever located, and preserve Beneficiary's security interest herein grantedall proceeds and products thereof, including, without limitation, all fixtures on the Premises" or words to that effect, and any limitations on such collateral description, notwithstanding that such collateral description may be broader in scope than the Collateral described in this Deed of Trust. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to UCC. As such, this Deed of Trust covers all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. Trust If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial CodeUCC, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses reasonable attorneys’ fees and attorneys' feesdisbursements, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral Collateral, sent to Trustor in accordance with the provisions hereof at least five ten (510) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code UCC forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code UCC forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code UCC forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-attorney in fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-factsecured party, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).

Security Agreement. (a) This Deed of Trust is both Mortgage constitutes a real property deed of trust security agreement under the UCC, and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and Mortgagor hereby grants to Beneficiary, as security for the Debt, Mortgagee a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion and lien on all of the Mortgaged Property so subject to Collateral under the Uniform Commercial Code being called in this Section 18 the "Collateral")UCC and under any other applicable law. Trustor hereby agrees to execute Mortgagor shall execute, deliver, file and deliver to Beneficiaryrefile any financing statements, in form and substance reasonably satisfactory to Beneficiarycontinuation statements, such financing statements and such further assurances as Beneficiary or other security agreements Mortgagee may require from time to time reasonably consider to confirm the lien of this Mortgage with respect to such property. Without limiting the generality of the foregoing, ▇▇▇▇▇▇▇▇▇ hereby irrevocably appoints Mortgagee attorney-in-fact for ▇▇▇▇▇▇▇▇▇ to execute, deliver and file such financing statements, continuation statements and other documents necessary to createcarry out the provisions hereof, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for to carry out the purposes hereof or to confirm the priority of the Uniform Commercial Code lien created hereby, for and on behalf of Mortgagor, which appointment, being for security, is coupled with an interest and is irrevocable. The security agreement contained in this Mortgage shall survive any discharge of this Mortgage for so long as any Indebtedness remains unpaid under the Note or any other Loan Document. (b) In addition to any other remedies granted in this Mortgage, Mortgagee may, upon the occurrence of an Event of Default, proceed under the UCC and any other applicable law as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights Collateral and remedies which it may have, shall have and may exercise immediately exercise, with respect to the Collateral, all rights, remedies and without demand, any and all rights and remedies granted to a powers of secured party upon default under the Uniform Commercial CodeUCC and any other applicable law, including, without limiting the generality of the foregoinglimitation, the right and power to sell at public or private sale or sales, or otherwise dispose of, lease or utilize the Collateral or any parts thereof in any manner authorized or permitted under the UCC and any other applicable law after default by debtor, and to apply the proceeds thereof in payment of any costs and expenses and attorney's fees and legal expenses thereby incurred by the Mortgagee, and to the payment of indebtedness secured by this Mortgage in such order and manner as the Mortgagee may elect. (c) Upon the occurrence of an Event of Default, Mortgagee may take possession of the Collateral and enter upon any premises where the same may be situated for such purpose without being guilty of trespassing and without liability for damages thereby, and take any action deemed necessary or appropriate or desirable by Mortgagee, at its option, to repair, refurbish or otherwise prepare the Collateral for sale, lease or other use or disposition as herein authorized. (d) To the extent permitted by law, ▇▇▇▇▇▇▇▇▇ expressly waives any notice of sale or other disposition of the Collateral and any other rights or remedies of a debtor or formalities prescribed by law relative to a sale or disposition of the Collateral or exercise of any other right or remedy of Mortgagee existing after default of Mortgagor hereunder; and to the extent any such notice is required and cannot be waived, Mortgagor agrees that if such notice is mailed, postage prepaid, to Mortgagor at its address shown above, at least ten (10) days before the time of sale or disposition, such notice shall be deemed reasonable and shall fully satisfy any statutory or other requirement for the giving of such notice. Upon the occurrence of an Event of Default, Mortgagee shall have the right, at its option, to transfer at any time to itself or its nominee, the Collateral or any part thereof, and to take such other measures receive the monies, income, proceeds or benefits attributable or accruing thereto and to hold the same as Beneficiary may deem necessary security for the care, protection Indebtedness or to apply it to principal or interest and preservation other amounts owing on any of the Indebtedness in such order and manner as Mortgagee may elect. All rights to marshaling of assets of ▇▇▇▇▇▇▇▇▇, including any such right with respect to the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense are hereby waived. (e) Mortgagee may require Mortgagor to assemble the Collateral and make it available to Beneficiary Mortgagee at a place to be designated by Mortgagee that is reasonably convenient place acceptable to Beneficiaryboth parties. Trustor shall pay to Beneficiary on demand any All expenses of retaking, holding, preparing for sale, lease or other use, and all expensesof disposition, selling, leasing or otherwise using or disposing of the Collateral and the like which are incurred or paid by Mortgagee as authorized or permitted hereunder, including legal expenses and all attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral legal expenses and in enforcing the rights hereunder with respect costs shall be added to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered indebtedness secured by this Deed of Trust. Notwithstanding the foregoing, Trustor Mortgage and Mortgagor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)be liable therefor.

Security Agreement. This Deed of Trust is both a real property deed of ------------------ trust and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and ---------- deliver to Beneficiary, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all or any part of the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place reasonably acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including reasonable legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five ten (510) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem reasonably necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five ten (510) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend Trustor's interests in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding).

Security Agreement. (a) This Deed of Trust Mortgage is both a real property deed of trust mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Mortgagor in the Mortgaged Property. Trustor Mortgagor by executing and delivering this Deed of Trust Mortgage has granted and hereby grants to BeneficiaryMortgagee, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "Collateral"). Trustor Mortgagor hereby agrees with Mortgagee to execute and deliver to BeneficiaryMortgagee, in form and substance reasonably satisfactory to BeneficiaryMortgagee, such financing statements and such further assurances as Beneficiary Mortgagee may from time to time time, reasonably consider necessary to create, perfect, and preserve BeneficiaryMortgagee's security interest herein granted. This Deed of Trust Mortgage shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to Code. As such, this Mortgage covers all or any part items of the Mortgaged Property which now Collateral that are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. Mortgage. (b) If an Event of Default shall occur, BeneficiaryMortgagee, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Mortgagee may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of BeneficiaryMortgagee, Trustor Mortgagor shall at its expense assemble the Collateral and make it available to Beneficiary Mortgagee at a convenient place acceptable to BeneficiaryMortgagee. Trustor Mortgagor shall pay to Beneficiary Mortgagee on demand any and all expenses, including legal expenses and attorneys' feesfees and disbursements, incurred or paid by Beneficiary Mortgagee in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Mortgagee with respect to the Collateral sent to Trustor Mortgagor in accordance with the provisions hereof at least five (5) business days prior to such action, shall constitute commercially reasonable notice to TrustorMortgagor. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Mortgagee to the payment of the Debt in such priority and proportions as Beneficiary Mortgagee in its sole discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorMortgagor, such Trustor Mortgagor shall notify Beneficiary Mortgagee thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryMortgagee's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Mortgagee shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Mortgagor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Mortgagee shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase TrustorMortgagor's obligations under the Note, this Deed Mortgage and any of Trust and the other Loan Documents. Trustor Mortgagor hereby irrevocably appoints Beneficiary Mortgagee as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryMortgagee, as Trustor's attorney-in-factsecured party, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)Mortgage.

Security Agreement. This Deed of Trust constitutes a security agreement between Grantor and Beneficiary with respect to the Collateral in which Beneficiary is both granted a real property deed security interest hereunder, and, cumulative of trust all other rights and a "security agreement" within the meaning remedies of Beneficiary hereunder, Beneficiary shall have all of the rights and remedies of a secured party under any applicable Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor Grantor hereby agrees to execute and deliver on demand and hereby ▇▇▇▇▇▇▇ably constitutes and appoints Beneficiary the attorney-in-fact of Grantor to execute and deliver and, if appropriate, to file with the appropriate filing officer or office, such security agreements, financing statements, continuation statements or other instruments as Beneficiary may request or require in order to impose, perfect or continue the perfection of the lien or security interest created hereby. To the extent specifically provided herein and subject to the rights of Tenants under the Leases and the terms and provisions thereof, Beneficiary shall have the right of possession of all cash, securities, instruments, negotiable instruments, documents, certificates and any other evidences of cash or other property or evidences of rights to cash rather than property, which are now or hereafter a part of the Trust Property, and Grantor shall promptly deliver the same to Beneficiary, in form and substance reasonably satisfactory endorsed to Beneficiary, without further notice from Beneficiary. Grantor agrees to furnish Beneficiary with notice of any change in ▇▇▇ ▇▇▇e, identity, organizational structure, residence, or principal place of business or mailing address of Grantor within ten (10) days of the effective date of any such financing statements change. Upon the occurrence of any Event of Default, Beneficiary shall have the rights and such further assurances remedies as Beneficiary may from time to time reasonably consider necessary to createprescribed in this Deed of Trust, perfector as prescribed by general law, and preserve or as prescribed by any applicable Uniform Commercial Code, all at Beneficiary's security election. Any disposition of the Collateral following the occurrence and continuance of an Event of Default may be conducted by an employee or agent of Beneficiary. Any person, including both Grantor and Beneficiary, shall be eligible to purchase any part or all of the Collateral at any such disposition. Expenses of retaking, holding, preparing for sale, selling or the like (including, without limitation, Beneficiary's reasonable attorneys' fees and legal expenses), together with interest herein granted. This thereon at the Default Interest Rate from the date incurred by Beneficiary until actually paid by Grantor, shall be paid by Grantor on demand and shall be secured by this Deed of Trust shall also constitute a "fixture filing" for the purposes and by all of the Uniform Commercial Code as to other Loan Documents securing all or any part of the Mortgaged Property Debt. Beneficiary shall have the right to enter upon the Premises and the Improvements or any real property where any of the property which now or hereafter constitute "fixtures" under is the Uniform Commercial Code. Information concerning subject of the security interest granted herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right is located to take possession of of, assemble and collect the Collateral same or any part thereofto render it unusable, and to take such other measures as Beneficiary may deem necessary for the careor Grantor, protection and preservation of the Collateral. Upon request or upon demand of Beneficiary, Trustor shall at its expense assemble the Collateral such property and make it available to Beneficiary at the Premises, or at a place which is mutually agreed upon or, if no such place is agreed upon, at a place reasonably designated by Beneficiary to be reasonably convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary and Grantor. If notice is required by law, Beneficiary shall give Grantor at least ten (10) days' prior written notice of the time and place of any public sale of such property, or adjournments thereof, or of the time of or after which any private sale or any other intended disposition thereof is to be made, and if such notice is sent to Grantor, as the same is provided for the mailing of notices herein, it is hereby deemed that such notice shall be and is reasonable notice to Grantor. No such notice is necessary for any such property which is perishable, threatens to decline speedily in value or is of a type customarily sold on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary a recognized market. Any sale made pursuant to the provisions of this Section shall be deemed to have been a public sale conducted in protecting a commercially reasonable manner if held contemporaneously with a foreclosure sale as provided in Section 3.1(e) hereof upon giving the interest in the Collateral and in enforcing the rights hereunder same notice with respect to the Collateralsale of the Trust Property hereunder as is required under said Section 3.1(e). Any notice Furthermore, to the extent permitted by law, in conjunction with, in addition to or in substitution for the rights and remedies available to Beneficiary pursuant to any applicable Uniform Commercial Code: (a) In the event of a foreclosure sale, disposition or other intended action by the Trust Property may, at the option of Beneficiary, be sold as a whole; and (b) It shall not be necessary that Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition take possession of the aforementioned Collateral, or any part thereof, may be applied by Beneficiary prior to the payment time that any sale pursuant to the provisions of the Debt in such priority this Section is conducted and proportions as Beneficiary in its discretion it shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are not be necessary to maintain the priority of Beneficiary's lien upon and security interest in the that said Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording any part thereof, it being understood and agreed, however, that no be present at the location of such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints sale; and (c) Beneficiary may appoint or delegate any one or more persons as its attorney-in-fact, coupled with an interest upon Trustor's failure agent to do so within five (5) Business Days after request perform any act or acts necessary or incident to any sale held by Beneficiary, to file with including the appropriate public office on its behalf any financing or other statements signed only by Beneficiarysending of notices and the conduct of the sale, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights but in the Mortgaged Property name and on behalf of Beneficiary. The name and address of Grantor (and in conjunction therewithas Debtor under any applicable Uniform Commercial Code) are: CRIT-VA II, Trustor shall fully cooperate with INC. 306 East Main Street Richmond, Virginia 23▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇s of Beneficiary in the event Beneficiary is a party to such action or proceeding).(as Secured Party under any applicable Uniform Commercial Code) are: FIRST UNION NATIONAL BANK Commercial Real Estate Finance Group One First Union Center 301 South College Street Mailcode NC 0166 Loan Number: 26-5950521 Charlotte, North Carolina 2828▇ Attention: Contract Finance

Security Agreement. This Deed of Trust Security Instrument is both a real property deed of trust mortgage and a "security agreement" within the meaning of the Uniform Commercial Code. The Mortgaged Property includes both real and personal property and all other rights and interests, whether tangible or intangible in nature, of Trustor Borrower in the Mortgaged Property. Trustor Borrower by executing and delivering this Deed of Trust Security Instrument has granted and hereby grants to BeneficiaryLender, as security for the DebtObligations, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 paragraph the "CollateralCOLLATERAL"). Trustor Borrower hereby agrees with Lender to execute and deliver to BeneficiaryLender, in form and term :mad substance reasonably satisfactory to BeneficiaryLender, such financing statements statements, continuation statements, other uniform commercial code forms and shall pay all expenses and fees in connection with :he filing and recording thereof, and such further assurances as Beneficiary Lender may from time to time time, reasonably consider necessary to create, perfect, and preserve BeneficiaryLender's security interest herein granted. This Deed of Trust Security Instrument shall also constitute a "fixture filing" for the purposes of the Uniform Commercial Code as to all Code. All or any part pan of the Mortgaged Property which now are or hereafter constitute "are to become fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses aggresses of the parties set forth in the first paragraph of this Deed of TrustSecurity Instrument. If an Event of Default shall occur, Beneficiary. Lender, in addition to any other rights and remedies which it they may have, have shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default under the Uniform Commercial Code, including, without limiting the generality of the foregoing, the right to take possession of the Collateral or any part thereof, and to take such other measures as Beneficiary Lender may deem necessary for the care, protection and preservation of the Collateral. Upon request or demand of Beneficiary, Trustor Lender. Borrower shall at its expense assemble the Collateral and make it available to Beneficiary Lender at a convenient place acceptable to BeneficiaryLender. Trustor Borrower shall pay to Beneficiary Lender on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary Lender in protecting the interest in the Collateral and in enforcing the rights hereunder with respect to the Collateral. Any notice of sale, disposition or other intended action by Beneficiary Lender with respect to the Collateral sent to Trustor Borrower in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to TrustorBorrower. The proceeds of any disposition of the Collateral, or any part thereof, may be applied by Beneficiary Lender to the payment of the Debt Obligations in such priority and proportions as Beneficiary Lender in its discretion shall deem proper. In the event of any change in name, identity or structure of any TrustorBorrower, such Trustor Borrower shall notify Beneficiary thereof Lender thereof, and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of BeneficiaryLender's lien JPMORGAN CHASE BANK upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary Lender shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor Borrower shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary Lender shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, thereof it being understood and agreed, however, that no such additional documents shall increase TrustorBorrower's obligations under the Note, this Deed of Trust Security-Instrument and the other Other Loan Documents. Trustor Borrower hereby irrevocably appoints Beneficiary Lender as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiaryinterest, to file with the appropriate public office on its behalf any financing or other statements signed only by BeneficiaryLender, as TrustorBorrower's attorney-in-fact, in connection with the Collateral covered by this Deed of TrustSecurity Instrument. Notwithstanding the foregoing, Trustor Borrower shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects effects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor . Borrower shall fully cooperate with Beneficiary Lender in the event Beneficiary Lender is a party to such action or proceeding).

Security Agreement. This Deed of Trust is both Mortgage shall constitute a real property deed of trust Security Agreement and a "security agreementfixture filing" within the meaning of the Uniform Commercial Code of the State of Louisiana, i.e., Chapter 9 of the Louisiana Commercial Laws, Uniform Commercial Code. The -Secured Transactions, La. R.S. 10:9-101 et seq., (the "LAUCC") with respect to the portion of Mortgaged Property includes which constitutes personal property (the "Personal Property"), as the same may be in effect from time to time. Mortgagor hereby grants to Mortgagee a security interest in and to the personal property for the benefit of Mortgagee to secure the Obligations. Mortgagor irrevocably authorizes Mortgagee to file financing and continuation statements and other instruments with respect to the Personal Property without the signatures of Mortgagor whenever lawful and, upon request, Mortgagor shall also promptly execute financing and continuation statements and other instruments in form satisfactory to Mortgagee to further evidence, perfect and secure Mortgagee's interest in the Personal Property, and shall pay, or at Mortgagee's election shall reimburse Mortgagee for, all filing fees in connection therewith, and any such payments by Mortgagee shall be secured by the lien of this Mortgage. Upon the occurrence of an Event of Default, Mortgagee, pursuant to the LAUCC, as said LAUCC is currently constituted or may be hereafter amended, shall have the option of proceeding as to both real and personal property and all other in accordance with its rights and interests, whether tangible or intangible remedies in nature, of Trustor in the Mortgaged Property. Trustor by executing and delivering this Deed of Trust has granted and hereby grants to Beneficiary, as security for the Debt, a security interest in the Mortgaged Property to the full extent that the Mortgaged Property may be subject to the Uniform Commercial Code (said portion respect of the Mortgaged Property so subject to the Uniform Commercial Code being called in this Section 18 the "Collateral"). Trustor hereby agrees to execute and deliver to Beneficiaryreal property, in form and substance reasonably satisfactory to Beneficiary, such financing statements and such further assurances as Beneficiary may from time to time reasonably consider necessary to create, perfect, and preserve Beneficiary's security interest herein granted. This Deed of Trust shall also constitute a "fixture filing" for which event the purposes default provisions of the Uniform Commercial Code as to all or any part of shall not apply. To the Mortgaged Property which now or hereafter constitute "fixtures" under the Uniform Commercial Code. Information concerning the security interest herein granted may be obtained from the parties at the addresses of the parties set forth in the first paragraph of this Deed of Trust. If an Event of Default shall occur, Beneficiary, in addition to any other rights and remedies which it may have, shall have and may exercise immediately and without demand, any and all rights and remedies granted to a secured party upon default extent permitted under the Uniform Commercial Code, including, without limiting Mortgagor waives all rights of redemption and all other rights and remedies of a debtor thereunder and all formalities prescribed by law relative to the generality sale or disposition of the foregoing, Personal Property after the occurrence of an Event of Default and to all other rights and remedies of Mortgagor with respect thereto. In exercising its right to take possession of the Collateral Personal Property upon the occurrence of an Event of Default, Mortgagee may enter upon the Mortgaged Property without being guilty of trespass or any part thereofother wrong-doing, and to take such without liability for damages thereby occasioned. To the extent any notice of sale or other measures as Beneficiary may deem necessary for the care, protection and preservation disposition of the Collateral. Upon request or demand of BeneficiaryPersonal Property is required and cannot be waived, Trustor shall at its expense assemble the Collateral and make it available to Beneficiary at a convenient place acceptable to Beneficiary. Trustor shall pay to Beneficiary on demand any and all expenses, including legal expenses and attorneys' fees, incurred or paid by Beneficiary in protecting the interest in the Collateral and in enforcing the rights hereunder event Mortgagee elects to proceed with respect to the Collateral. Any Personal Property separately from the real property, Mortgagee need give no more than ten (10) days' notice of sale, disposition or other intended action by Beneficiary with respect to the Collateral sent to Trustor in accordance with the provisions hereof at least five (5) days prior to such action, shall constitute commercially reasonable notice to Trustor. The proceeds of any disposition sale of the CollateralPersonal Property, or any part thereof, may which Mortgagor agrees to be applied by Beneficiary to the payment of the Debt in such priority and proportions as Beneficiary in its discretion shall deem proper. In the event of any change in name, identity or structure of any Trustor, such Trustor shall notify Beneficiary thereof and promptly after Beneficiary's request shall execute, file and record such Uniform Commercial Code forms as are necessary to maintain the priority of Beneficiary's lien upon and security interest in the Collateral, and shall pay all expenses and fees in connection with the filing and recording thereof. If Beneficiary shall require the filing or recording of additional Uniform Commercial Code forms or continuation statements, Trustor shall, promptly after request, execute, file and record such Uniform Commercial Code forms or continuation statements as Beneficiary shall deem necessary, and shall pay all expenses and fees in connection with the filing and recording thereof, it being understood and agreed, however, that no such additional documents shall increase Trustor's obligations under the Note, this Deed of Trust and the other Loan Documents. Trustor hereby irrevocably appoints Beneficiary as its attorney-in-fact, coupled with an interest upon Trustor's failure to do so within five (5) Business Days after request by Beneficiary, to file with the appropriate public office on its behalf any financing or other statements signed only by Beneficiary, as Trustor's attorney-in-fact, in connection with the Collateral covered by this Deed of Trust. Notwithstanding the foregoing, Trustor shall appear and defend in any action or proceeding which affects or purports to affect the Mortgaged Property and any interest or right therein, whether such proceeding affects title or any other rights in the Mortgaged Property (and in conjunction therewith, Trustor shall fully cooperate with Beneficiary in the event Beneficiary is a party to such action or proceeding)commercially reasonable.