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Comprehensive Commercial Deed of Trust and Security Agreement To the Recording Clerk of       ,       : (Name of County) (Name of State) The real property described herein is situated in the SE 1/4 of Section 11, Township 9 North, Range 4 East,       ,       : (Name of County) (Name of State) Prepared By and Record And Return To:       (Name of Attorney)       (Street Address)       ,             (Name of City) (Name of State) (Zip Code) DEED OF TRUST AND SECURITY AGREEMENT (this Deed of Trust ) made as of       , by       ,       , a (Date) XYZ LLC.       Corporation, having an office at       , (Name of State) (Street Address, City, County, State, Zip Code) hereinafter called Trustor, in favor of       , hereinafter called the (Name of Trustee) Trustee, whose address is       , Trustee for the (Street Address, City, County, State, Zip Code) benefit of       , a corporation organized and existing under (Name of Beneficiary) the laws of the state of       , with its principal office located at (Name of State)       , referred to herein as the Beneficiary. (Street Address, City, County, State, Zip Code) Whereas, Trustor has executed and delivered to Beneficiary that certain Promissory Note (the Note ) dated the date hereof made by Trustor and payable to Beneficiary in the original principal amount of $       , lawful money of the United States, the final payment of which, if not sooner paid, is due and payable not later than       , the Maturity Date of said (Date) Note, which Promissory Note is secured by this Deed of Trust and the terms, covenants and conditions of which Promissory Note is hereby incorporated herein and made a part hereof; Comprehensive Commercial Deed of Trust and Security Agreement Page 1 of 51 GRANTING CLAUSES GRANTING CLAUSE ONE NOW, THEREFORE, WITNESSETH, that in consideration of the sum of Ten Dollars ($10.00) this day paid and other good and lawful consideration, the receipt and sufficiency of which is hereby acknowledged and in order to secure the Obligations (as hereinafter defined), Trustor hereby grants, conveys and warrants unto Trustee, in trust, with power of sale (and grants to Beneficiary a security interest in), the property, both real and personal, hereinafter described as follows: all that tract or parcel of land more particularly described in Exhibits A attached hereto and made a part hereof (the Land ); GRANTING CLAUSE TWO TOGETHER WITH, any and all buildings and improvements now or hereafter located or erected on the Land, including, without limitation, any and all machinery, apparatus, equipment and fixtures now or hereafter attached to, or used or procured for use in connection with the operation and/or maintenance of, any building, structure or other improvement (including, without limitation, all refrigerators, shades, awnings, venetian blinds, screens, screen doors, storm doors and windows, stoves and ranges, curtain fixtures, partitions, attached floor coverings and fixtures, apparatus, equipment or articles used to supply sprinkler protection and waste removal, laundry equipment, furniture, furnishings, appliances, chattels, office equipment, elevators, escalators, tanks, dynamos, motors, generators, switchboards, communications equipment, electrical equipment, television and radio systems, heating, plumbing, lifting and ventilating apparatus, air - cooling and air conditioning apparatus, gas and electric fixtures, fittings and machinery and all other equipment of every kind and description, but excluding trade fixtures and personal property of tenants under Leases (as hereinafter defined) which do not become the property of Trustor upon expiration or termination of the term of such Leases), and all renewals and replacements thereof and articles in substitution therefore used or procured for use in the operation of any and all such buildings, structures and improvements, provided, in all cases, that, whether or not any of the foregoing are attached to said buildings, structures or other improvements in any manner, all such items shall be deemed to be fixtures, part of the real estate and security for the Obligations (collectively, the Improvements, and the Land and Improvements are herein collectively called the Premises ); GRANTING CLAUSE THREE TOGETHER WITH, all easements, rights - of - way, strips and gores of land, streets, ways, alleys, passages, sewer rights, waters, water courses, water rights and powers, and all estates, rights, titles, interests, privileges, liberties, tenements, hereditaments, air rights, development rights and credits and appurtenances of any nature whatsoever, in any way belonging, relating or pertaining to, or above or below the Premises, including, but not limited to the Agreement, Easements, Rights of Way and Leases described herein as Exhibit A and attached hereto and made a part hereof; Comprehensive Commercial Deed of Trust and Security Agreement Page 2 of 51 GRANTING CLAUSE FOUR TOGETHER WITH, all right, title and interest of Trustor, now owned or hereafter acquired, in and to any land lying within the right - of - way of any street, opened or proposed, adjoining the Premises, and any and all sidewalks, alleys and strips and gores of land adjacent to or used in connection with the Premises; GRANTING CLAUSE FIVE TOGETHER WITH, all right, title and interest of Trustor in and to all options to purchase or lease the Premises or any portion thereof or interest therein, and any greater estate in the Premises owned or hereafter acquired by Trustor; GRANTING CLAUSE SIX TOGETHER WITH, all accounts receivable, insurance policies, licenses, franchises, permits, service contracts and contract rights (including but not limited to, Trustor’s interest in any and all leases, tenant contracts, rental agreements, and construction contracts now or hereafter effecting the Premises), management agreements, trade names, trademarks, service marks, logos, general intangibles, interests, estates and other claims, both in law and in equity, which Trustor now has or may hereafter acquire in the Premises; GRANTING CLAUSE SEVEN TOGETHER WITH, all the estate, interest, right, title and other claim or demand which Trustor now has or may hereafter acquire in any and all awards or payments made for the taking by eminent domain, or by any proceeding or purchase in lieu thereof, of the whole or any part of the Premises, including, without limitation, any awards resulting from a change or grade of streets and awards for severance damages together, in all cases, with any interest thereon; GRANTING CLAUSE EIGHT TOGETHER WITH, all proceeds of and any unearned premiums on any insurance policies covering the Premises, including, without limitation, the right to receive and apply the proceeds of any insurance or judgments, or settlements made in lieu thereof, for damage to the Premises; GRANTING CLAUSE NINE TOGETHER WITH, all the estate, interest, right, title and other claim or demand which Trustor now has or may hereafter acquire against anyone with respect to any damage to all or any part of the Premises, including, without limitation, damage arising or resulting from any defect in or with respect to the design or construction of all or any part of the Improvements and any damage resulting therefrom; Comprehensive Commercial Deed of Trust and Security Agreement Page 3 of 51 GRANTING CLAUSE TEN TOGETHER WITH, all wastewater, fresh water and other utilities capacity and facilities (the Utilities Capacity) available or allocable to the Premises or dedicated to or reserved for them pursuant to any system, program, contract or other arrangement with any public or private utility, and all related or incidental licenses, rights and interests, whether considered to be real, personal or mixed property, including the right and authority to transfer or relinquish any or all such rights and the right to any credit, refund, reimbursement or rebate for utilities facilities construction or installation or for any reservation fee, standby fee or capital recovery charge promised, provided or paid for by Trustor or any of Trustor's predecessors or affiliates, to the full extent now allocated or allocable to the Premises, plus all additional Utilities Capacity, if any, not dedicated or reserved to the Premises but which is now or hereafter owned or controlled by Trustor, to the full extent that such additional Utilities Capacity is necessary to allow development, marketing and use of the Premises for use as an office building; GRANTING CLAUSE ELEVEN TOGETHER WITH, all remainders, reversions, leasehold estate, other estate, right, title, interest and other claim or demand of Trustor in and to all leases or subleases covering the Premises or any portion thereof now or hereafter existing or entered into, and all right, title and interest of Trustor thereunder, including, without limitation, all cash or security deposits, advance rentals and deposits or payments of similar nature. GRANTING CLAUSE TWELVE TOGETHER WITH, absolutely and presently, all rents, issues, profits, cash proceeds, royalties, income and other benefits, including, without limitation, benefits accruing from all present and future oil, gas and mineral leases and agreements derived from the Premises (collectively, the Rents), subject to the right, power and authority hereinafter given to Trustor as a licensee to collect and apply such Rents prior to the occurrence of a default hereunder. The Premises, Personal Property (as hereinafter defined) and rights therein, hereinabove described or mentioned are hereinafter collectively referred to as the Secured Property . In the event of any express inconsistency between the provisions of this Granting Clause and Section 1.9 regarding any Rents, the provisions of Section 1.9, to the extent valid, enforceable and in effect, shall govern and control. To the extent any of the Secured Property are not deemed real estate under the laws of the State of       they shall be deemed personal property, hereinafter (Name of State) called the Personal Property and this Deed of Trust is and shall be deemed to be a Security Agreement creating a security interest in favor of Beneficiary as Secured Party in the Personal Property under the Uniform Commercial Code (the Code ) of the State of       . (Name of State) GRANTING CLAUSE THIRTEEN TO HAVE AND TO HOLD the Secured Property, together with every right, privilege, hereditament and appurtenance belonging or appertaining to it, unto the Trustee, his successors or substitutes in the trusts established under this Deed of Trust and his or their assigns, forever. Comprehensive Commercial Deed of Trust and Security Agreement Page 4 of 51 Trustor warrants that Trustor is the lawful owner of the Secured Property with good right and authority to mortgage and convey it and that the Secured Property is free and clear of all liens, claims and encumbrances except as set forth in the Beneficiary policy of title insurance provided to Beneficiary in connection with this matter. Trustor hereby binds Trustor and Trustor's successors and assigns to forever WARRANT and DEFEND the Secured Property and every part of it unto the Trustee, his successors or substitutes in the trusts established under this Deed of Trust, and his or their assigns, against the claims and demands of every person whomsoever lawfully claiming or to claim it or any part of it, except for liens, claims and encumbrances set forth in Beneficiary’s policy of title insurance issued by       (Name of Title Insurance Company) as Policy No.       . This Deed of Trust shall terminate and be of no further force or (Number) effect (and shall be released on Trustor's written request and at Trustor's cost and expense) upon full payment of the Obligations as hereinafter defined and complete performance of all of the obliga tions of Trustor pursuant to the Loan Documents. This Deed of Trust is made and intended to secure the payment of: A. The Obligations (as hereinafter defined), which include, without limitation, the obligations evidenced by the Note, in accordance with the terms thereof; B. Advances by Beneficiary or any transferee of Beneficiary made to pay taxes on the Secured Property, to pay premiums on insurance on the Secured Property, to repair, maintain or preserve the Secured Property, or to complete improvements on the Secured Property (whether or not Trustor is at that time the owner of the Secured Property); C. Any and all other Obligations now owing or which may hereafter be owing by Trustor to Beneficiary, however incurred, direct or indirect; and D. Any and all renewals, substitutions, modifications and extensions of the Note or any other Obligations secured hereby, either in whole or in part. DEFINITIONS As used in this Deed of Trust, the following terms shall have the meanings specified below (such meanings to be equally applicable to both the singular and plural forms of the terms defined): Assignment shall mean the Assignment of Leases, Rents, Income and Cash Collateral dated the date hereof from Trustor, as assignor, to Beneficiary, as assignee, relating to the Land. Code shall have the meaning set forth in Granting Clause Twelve hereof. Condemnation Proceedings shall have the meaning set forth in Subsection 1.7A hereof. Employee Benefit Plans shall mean any employee benefit plans maintained at any time by Trustor. Comprehensive Commercial Deed of Trust and Security Agreement Page 5 of 51 ERISA shall mean Internal Revenue Code Section 4975 or the Employee Retirement Income Security Act of 1974 and the regulations thereunder. Event of Default shall have the meaning set forth in Section 3.1 hereof. Governmental Agency shall mean any and all governmental departments, courts, commissions, boards, regulatory authorities, bureaus, agencies or instrumentalities, domestic, foreign, federal, state or municipal whether now or hereafter in existence. Hazardous Material shall mean and include any oil, flammable explosives, radioactive materials, asbestos in any form, underground fuel tanks, hazardous, toxic or dangerous waste, chemical, substance or related material, urea formaldehyde foam insulation, polychlorinated biphenyls, or radon gas including, but not limited to, substances defined as such in (or for purposes of) or which may give rise to liability under any Hazardous Materials Laws. Hazardous Materials Laws shall mean and include (i) the Comprehensive Environmental Response, Compensation, and Liability Act, as amended, 42 U.S.C. Section 9601, et seq .; (ii) the Hazardous Materials Transportation Act, as amended, 49 U.S.C. Section 1801, et seq .; (iii) the Resource Conservation and Recovery Act, as amended, 42 U.S.C. Section 6901, et seq .; (iv) the Clean Water Act of 1977, 33 U.S.C. Sections 1251, et seq .; (v) the Federal Safe Drinking Water Act, 42 U.S.C. Section 300(f), et seq .; (vi) the Federal Toxic Substances Control Act, 15 U.S.C. Sections 2601, et seq .; the Federal Clean Air Act, 42. U.S.C. Section 7401 et seq .; the Federal Insecticide, Fungicide and Rodenticide Act, 7 U.S.C. Section 136, et seq. ; the       Water Code; the       Health and Safety Code; (Name of State) (Name of State)       Natural Resources Code; statewide Rules for Oil, Gas and Geothermal (Name of State) Operations (promulgated by the Railroad Commission of       ; and all (Name of State) regulations issued pursuant thereto and any so-called "Superfund" or "Superlien" law, or any other federal, state or local statute, law, ordinance, code, rule, regulation, order or decree regulating, relating to, or imposing liability or standards of conduct concerning, any hazardous, toxic or dangerous waste, substance or material, as now or at any time hereafter in effect. Hazardous Materials Claims shall have the meaning set forth in Subsection 1.5F (4) hereof. Impositions shall have the meaning set forth in Subsection 1.2A hereof. Improvements shall have the meaning set forth in Granting Clause Two hereof. Increased Rate shall mean the rate of five percent (5%) per annum greater than the interest rate set forth in the Note. Land shall have the meaning set forth in Granting Clause One hereof. Lease shall have the meaning set forth in Subsection 1.8A hereof. Comprehensive Commercial Deed of Trust and Security Agreement Page 6 of 51 Lessee shall have the meaning set forth in Subsection 1.8A hereof. Loan Documents shall mean the Note, this Deed of Trust, the Assignment, the U.C.C. Financing Statements, the Tenant Refitting Escrow Agreement, the Environmental Indemnity Agreement, and any and all other documents now or hereafter executed by Trustor or any other person or party to evidence or secure the payment of amounts due under, or the performance or discharge of duties arising from, the Obligations. Beneficiary's Architect shall mean an architect or registered engineer approved by Beneficiary. Obligations shall mean (i) the principal of, interest on, and all other amounts, payments, and premiums due under or secured by the Note and other Loan Documents; (ii) such additional sums, with interest thereon, as may hereafter be borrowed by Trustor from Beneficiary, its successor or assigns, when evidenced by a promissory note which, by its terms, is secured hereby (it being contemplated that such future indebtedness may be incurred); (iii) any and all other indebtedness, obligations, and liabilities of any kind of Trustor to Beneficiary relating to the Secured Property, now or hereafter existing, absolute or contingent, joint and/or several, secured or unsecured, due or not due, arising by operation of law or otherwise, or direct or indirect; (iv) any judgment entered by a court of competent jurisdiction enforcing or requiring payment of the foregoing items described in this paragraph; and (v) any and all of the covenants, warranties, representations, and other obligations (other than to repay the amount due under the Note) made or undertaken by Trustor or others to Beneficiary, Trustee, or others as set forth in the Loan Documents. Personal Property shall have the meaning set forth in Granting Clause Thirteen hereof. Premises shall have the meaning set forth in Granting Clause Two hereof. Rents shall have the meaning set forth in Granting Clause Thirteen hereof. Secured Property shall have the meaning set forth in Granting Clause Thirteen hereof. Transfer shall have the meaning set forth in Subsection 1.11B hereof. ARTICLE - Covenants and Agreements. Trustor hereby covenants and agrees as follows: 1.1 Payment of Obligations. Trustor shall pay when due and shall perform the Obligations as provided herein. 1.2 Payment of Taxes, Assessments, Etc. A. Impositions . Trustor shall pay when due and payable, before any fine, penalty, interest or cost for the non-payment thereof may be added thereto, all taxes, assessments, water and sewer rents, rates and charges, transit taxes, county ad valorem taxes, city ad Comprehensive Commercial Deed of Trust and Security Agreement Page 7 of 51 valorem taxes, charges for public utilities, excises, levies, vault and all other license and permit fees and other governmental charges, general and special, ordinary and extraordinary, unforeseen and foreseen, of any kind and nature whatsoever (including penalties, interest, costs and charges accrued or accumulated thereon) which at any time may be assessed, levied, confirmed, imposed upon or become due and payable out of or in respect to, or become a lien on, the Secured Property or any part thereof or any appurtenance thereto, as the case may be (all such taxes, assessments, water and sewer rents, rates and charges, transit taxes, county ad valorem taxes, city ad valorem taxes, charges for public utilities, excises, levies, vault and all other license and permit fees and other governmental charges including all interest, penalties, costs and charges accrued or accumulated thereon, are herein collectively called Impositions, and individually, an Imposition). B. Installments . Notwithstanding anything to the contrary contained in Subsection 1.2A above, if by law any Impositions may at the option of the taxpayer be paid in installments (whether or not interest shall accrue on the unpaid balance of such Impositions), Trustor may exercise the option to pay the same (and any accrued interest on the unpaid balance of such Impositions) in installments and, in such event, shall pay such installments as the same respectively become due and before any fine, penalty, further interest or cost may be added thereto. C. Receipts . Trustor, upon request of Beneficiary, will furnish to Beneficiary within five (5) days before the date when any Imposition would become delinquent, official receipts of the appropriate taxing authority, or other evidence reasonably satisfactory to Beneficiary evidencing the payment thereof. D. Evidence of Payment . The certificate, advice or bill issued by the appropriate official (designated by law either to make or issue the same or to receive payment of any Imposition) of non-payment of an Imposition shall be prima facie evidence that such Imposition is due and unpaid at the time of the making or issuance of such certificate, advice or bill. Trustor agrees to pay Beneficiary, on demand, all charges, costs and expenses of every kind incurred by Beneficiary in connection with obtaining evidence satisfactory to Beneficiary that the payment of all Impositions is current and that there is no Imposition due and owing or which has become or given rise to a lien on the Secured Property or any part thereof or any appurtenance thereto. E. Payment by Beneficiary . If Trustor shall fail to pay any Imposition in accordance with the provisions of this Section 1.2, Beneficiary may, at its option (but shall be under no obligation to do so), pay such Imposition and Trustor will repay to Beneficiary on demand any amount so paid by Beneficiary, with interest thereon at the Increased Rate to the date of repayment and all such amounts shall be secured by this Deed of Trust. In no event shall the Increased Rate be greater than the highest interest rate permissible by law. Comprehensive Commercial Deed of Trust and Security Agreement Page 8 of 51 F. Change in Law . In the event of the passage after the date of this Deed of Trust of any law of the State of       deducting the Obligations from the (Name of State) value of the Secured Property or any part thereof for the purpose of taxation or resulting in any lien thereon, or changing in any way the laws now in force for the taxation of this Deed of Trust or the Obligations for state or local purposes, or the manner of the operation of any such taxes so as to affect the interest of Beneficiary, then, and in such event, Trustor shall bear and pay the full amount of such taxes, provided that if for any reason payment by Trustor of any such new or additional taxes would be unlawful or if the payment thereof would constitute usury or render the loan secured hereby or the Obligations wholly or partially usurious under any of the terms or provisions of the Note, this Deed of Trust or otherwise, Beneficiary may, at its option, declare the whole sum secured by this Deed of Trust with interest thereon to be immediately due and payable, or Beneficiary may, at its option, pay that amount or portion of such taxes as renders the loan or Obligations unlawful or usurious, in which event Trustor shall concurrently therewith pay the remaining lawful and non-usurious portion or balance of said taxes. G. Joint Assessment . Trustor covenants and agrees not to suffer, permit or initiate the joint assessment of the Premises and Personal Property, or any other procedure whereby the lien of the personal property taxes shall be assessed or levied or charged to the Secured Property together with real property taxes. H. Tax Service Fee . Trustor covenants and agrees to pay to Beneficiary on demand all charges, costs and expenses of every kind including, without limitation, a tax service search fee or charge, incurred by Beneficiary at any time or times during the term of this Deed of Trust in connection with obtaining evidence satisfactory to Beneficiary that the payment of any and all real estate, ad valorem, and other taxes and/or assessments is current and that there are no such taxes or assessments due or owing which have become or given rise to a lien on the Premises or any part thereof. 1.3 Insurance . A. Extended Coverage . Trustor, at its sole cost and expense, shall keep the Personal Property and the Improvements insured during the term of this Deed of Trust against loss or damage by fire and against loss or damage by other risks now embraced by "Extended Coverage," so called, in amounts, forms and substance satisfactory to Beneficiary, but in no event shall the amounts be less than the greater of (1) 100% of the full replacement cost of the Personal Property and the Improvements, including work performed for tenants, without deduction for depreciation; (2) the amounts required to prevent any insured from becoming a co-insurer; (3) the amounts required under any Lease; or (4) $       . 1. Additional Coverage . Trustor, at its sole cost and expense, shall at all times also maintain: a. Personal injury and property damage liability insurance against claims for bodily injury, death or property damage, occurring on, in or Comprehensive Commercial Deed of Trust and Security Agreement Page 9 of 51 about the Secured Property or in or about the adjoining streets, sidewalks and passageways; such insurance to afford protection, during the term of this Deed of Trust, in amounts and in form and substance satisfactory to Beneficiary; b. Rent or business interruption insurance in an amount not less than the greater of $       or one year's aggregate rentals (including, without limitation, parking rentals, minimum rentals, escalation charges, percentage rents, based on sales projections acceptable to Beneficiary, and other additional rentals, and any other amounts payable by tenants or other occupants under Leases or otherwise) payable by all tenants and other occupants at the Premises, which amount shall be increased from time to time upon the leasing of space at the Premises or upon the increase in aggregate rentals (including the other items referred to above). Trustor hereby assigns to Beneficiary the proceeds of such insurance to be held by Beneficiary as security for the payment of all sums due in connection with the Indebtedness and this Deed of Trust as hereinafter provided; c. Such other insurance in such amounts and in form and substance as may from time to time be required by Beneficiary against other insurable hazards, including, but not limited to, malicious mischief, vandalism, windstorm, earthquake, war, nuclear reaction or radioactive contamination, which at the time are commonly insured against and generally available in the case of premises similarly situated, due regard being or to be given to the height and type of Improvement, its location, construction, use and occupancy; d. If the Improvements are located in a flood hazard area, flood insurance on the Improvements in an amount equal to the lesser of "full replacement cost" thereof or the maximum amount of insurance obtainable; and e. Insurance against loss or damage from (i) leakage of sprinkler systems and (ii) explosion of steam boilers, air conditioning equipment, pressure vessels or similar apparatus now or hereafter installed in or on the Premises in such amounts as Beneficiary shall from time to time require. B. Separate Insurance . Trustor shall not carry separate insurance, concurrent in kind or form, and contributing, in the event of loss, with any insurance required hereunder. Trustor may, however, effect for its own account any insurance not required under the provisions of this Deed of Trust but any such insurance effected by Trustor on the Secured Property whether or not required under this Section 1.3 shall be for the mutual benefit of Trustor and Beneficiary, as their respective interests may appear, and shall be subject to all other provisions of this Section 1.3. Comprehensive Commercial Deed of Trust and Security Agreement Page 10 of 51 C. Insurers; Policies . All insurance provided for in this Section 1.3 shall be effected under valid and enforceable policies issued by financially responsible insurers authorized to do business in the State of       , which policies and (Name of State) insurers are approved in writing by Beneficiary. The proceeds of all such policies shall be deposited with and held by Beneficiary. All casualty insurance policies and rent insurance policies shall be payable to Beneficiary pursuant to a standard non-contributory first mortgage endorsement in favor of Beneficiary, and such policies shall contain a waiver of subrogation endorsement, all in form and content satisfactory to Beneficiary. All original policies shall contain a provision that such policies will not be canceled or materially amended, which term shall include any reduction in the scope or limits of coverage, without at least thirty (30) days' prior written notice to Beneficiary. Not less than thirty (30) days prior to the expiration dates of the policies theretofore furnished pursuant to this Deed of Trust, originals of the policies bearing notations evidencing the payment of premiums or accompanied by other evidence satisfactory to Beneficiary of such payment, shall be delivered by Trustor to Beneficiary. In the event of a change in ownership of the Secured Property immediate notice thereof shall be delivered to all insurers by Trustor. D. Beneficiary's Right to Provide Coverage . If Trustor fails to provide, maintain, keep in force or deliver and furnish to Beneficiary the original policies of insurance required by this Section 1.3, Beneficiary may, at its sole option, procure such insurance and Trustor will reimburse Beneficiary for all premiums thereon promptly upon demand by Beneficiary with interest thereon at the Increased Rate to the date of reimbursement and all such amounts shall be secured by this Deed of Trust. E. Damage or Destruction . After the happening of any casualty to the Secured Property or any part thereof, Trustor shall give prompt written notice thereof to Beneficiary and the following shall apply: 1. In the event of any damage or destruction of all or any part of the Secured Property, all proceeds of insurance shall be payable to Beneficiary, or Beneficiary’s designee, and Trustor hereby authorizes and directs any affected insurance company to make payment of such proceeds directly to Beneficiary or Beneficiary’s designee. Insurance proceeds held by Beneficiary may be commingled with other funds in Beneficiary's possession, shall constitute additional security for the Obligations and Trustor shall not be entitled to the payment of interest thereon. Beneficiary is hereby authorized and empowered by Trustor to settle, adjust or compromise any claims for loss, damage or destruction under any policy or policies of insurance. 2. In the event of any such damage or destruction, subject to Subsection 1.3G, Beneficiary shall have the option in its sole and absolute discretion and without regard to the adequacy of its security hereunder, of applying all or part of the insurance proceeds (i) to the Obligations, whether or not then due, in such order as Beneficiary shall determine (which may be in the inverse order of Comprehensive Commercial Deed of Trust and Security Agreement Page 11 of 51 maturity), or (ii) to the repair or restoration of the Secured Property, or (iii) to cure any then current default under any of the Loan Documents, or (iv) to reimburse the Beneficiary for its costs and expenses in connection with the recovery of such insurance proceeds, or (v) any combination of the foregoing. 3. Nothing herein contained shall be deemed to excuse Trustor from repairing or maintaining the Secured Property as provided in Section 1.5 hereof or restoring all damage or destruction to the Secured Property, regardless of whether there are insurance proceeds available or whether such proceeds are sufficient in amount, and the application or release by Beneficiary of any insurance proceeds shall not cure or waive any Event of Default (as hereinafter defined) or notice of default under this Deed of Trust or invalidate any act done pursuant to such notice. F. Trustor’s Use of Proceeds . 1. Notwithstanding any provision herein to the contrary, in the event of any destruction of not more than 25% of the gross leasable area contained in the Premises and not more than 25% of the parking spaces by fire or other casualty (except for any destruction which occurs during the last six (6) months of the loan term), the insurance proceeds shall be made available to Trustor for repair and restoration after deducting and payment to Beneficiary of Beneficiary's costs of collection and disbursement of such proceeds, provided: a. The proceeds are deposited with Beneficiary; b. No Event of Default shall have occurred and be continuing under the terms of any of the Loan Documents; c. The insurance carrier does not deny liability to any named insured; d. If Beneficiary so requests, Beneficiary is furnished with an estimate of the cost of restoration accompanied by a certificate of Beneficiary's Architect as to such costs; e. The value of the Secured Property so restored or rebuilt shall be at least equal to what was originally erected; Comprehensive Commercial Deed of Trust and Security Agreement Page 12 of 51 f. Trustor furnishes Beneficiary with evidence reasonably satisfactory to Beneficiary that all Improvements so restored and/or reconstructed and their use shall fully comply with all (i) applicable easements, covenants, conditions, restrictions or other private agreements affecting the Premises, (ii) zoning and building laws, ordinances and regulations and (iii) all other applicable federal, state and municipal laws, regulations and requirements; g. If the estimated cost of reconstruction exceeds the proceeds available, at Beneficiary's option, Trustor shall (i) furnish a bond of completion or provide such other evidence satisfactory to Beneficiary of Trustor's ability to meet such excess costs or (ii) deposit with Beneficiary additional funds equal to such excess; h. Beneficiary shall have received notice of destruction caused by such fire or other hazard from the Trustor within twenty (20) days from the date thereof, which notice shall state the date of such fire or other hazard and a request to Beneficiary to make the insurance proceeds available to Trustor; i. The aggregate monthly net income under all Leases remaining in full force and effect with respect to the Secured Property after restoration shall be in an amount sufficient to pay the monthly installments of principal and interest required to be paid upon the Obligations as well as all escrows for taxes and insurance as estimated by Beneficiary hereunder; j. Adequate rental loss insurance proceeds are available and the insurance carrier does not deny liability to any named insured; k. Beneficiary shall have determined that such damage or destruction is fully reparable prior to the Maturity Date (as defined herein) and l. Trustor shall pay all costs and expenses incurred by Beneficiary, including, but not limited to, outside legal fees, title insurance costs, third- party disbursement fees, third-party engineering reports and inspections deemed necessary by Beneficiary. 2. Disbursement of the proceeds during the course of reconstruction shall be upon the certification of Beneficiary's Architect as to the cost of the work done and the conformity of the work to plans and specifications approved by Beneficiary, and evidence supplied by a title insurance company acceptable to Beneficiary that there are no liens arising out of the reconstruction or otherwise. Notwithstanding the above, a portion of the proceeds may be released prior to the commencement of reconstruction to pay for items approved by Beneficiary in its sole discretion. Disbursements shall be made within ten (10) business days after a Comprehensive Commercial Deed of Trust and Security Agreement Page 13 of 51 request by Trustor. No payment made prior to the final completion of work shall exceed ninety percent (90%) of the value of the work performed from time to time, and at all times the undisbursed balance of said proceeds remaining with the Beneficiary must be at least sufficient to pay for the cost of completion of the work free and clear of liens. Final payment shall be upon a certification of Beneficiary's Architect as to completion substantially in accordance with plans and specifications approved by Beneficiary. 3. At such time as Beneficiary's Architect shall certify to Beneficiary that the damaged or destroyed portion of the Secured Property has been put in a state of repair equivalent to or better than that existing prior to the date of such fire or other casualty, the work shall be deemed completed. With Beneficiary's prior written consent, which may be granted or withheld in Beneficiary's sole discretion, any certification required to be made by an architect or registered engineer may be made by a reputable contractor approved by Beneficiary. The balance of the insurance proceeds so deposited with Beneficiary after full disbursement in accordance with Subsection 1.3G, at the sole option of Beneficiary, shall be either (a) returned to Trustor, it being understood that such obligation or reimbursement shall not exceed the amount of insurance proceeds for such restoration and/or repair, or (b) applied to the payment of the Obligations in such order as Beneficiary shall determine (which may be in inverse order of maturity) and whether or not then due and payable. 4. In all cases where any destruction to the Secured Property by fire or other casualty occurs during the last six (6) months of the loan term or, in Beneficiary's sole judgment, Trustor is not proceeding with the repair or restoration in a manner that would entitle Trustor to have the proceeds disbursed to it, or for any other reason Beneficiary determines in its sole judgment that Trustor shall not be entitled to such proceeds pursuant to the terms of this Deed of Trust, Beneficiary shall have the options set forth in Subsection 1.3F(2) above. 5. Under no circumstances shall Beneficiary become personally liable for the fulfillment of the terms, covenants and conditions contained in any of the Leases or obligated to take any action to restore the Secured Property. G. Effects of Foreclosure on Policies and Claims . Foreclosure of this Deed of Trust shall automatically constitute foreclosure upon all policies of insurance insuring any part of or risk to the Secured Property and all claims thereunder. The successful bidder or bidders for the Secured Property at foreclosure, as their respective interests may appear, shall automatically accede to all of Trustor's rights in, under and to such policies and all claims, and such bidder(s) shall be named as insured(s) on request, whether or not the trustee's or substitute trustee's deed, bill of sale or other instrument of conveyance to any such successful bidder mentions insurance. Unless Beneficiary or Beneficiary's representative reserves at the foreclosure sale the right to collect any uncol lected insurance proceeds recoverable for events occurring before foreclosure (in which event the successful bidder at the sale, if not Beneficiary, shall have no interest in such Comprehensive Commercial Deed of Trust and Security Agreement Page 14 of 51 proceeds and Beneficiary shall apply them, if and when collected, to the Obligations in such order and manner as Beneficiary shall then elect and remit any remaining balance to Trustor or to such other person or entity as is legally entitled to them), all proceeds of all such insurance which are not so reserved by Beneficiary at the foreclosure sale and are not actually received by Beneficiary until after foreclosure shall be the property of the successful bidder or bidders at foreclosure, as their interests may appear, and Trustor shall have no interest in them and shall receive no credit for them. 1.4 Escrow Deposits . To further secure the payment of the Impositions and the premiums for the insurance required by this Deed of Trust, Trustor will deposit with Beneficiary, or Beneficiary's designee, on the due date of each monthly installment of principal and interest under the Note, a sum which shall be equal to one-twelfth (1/12) of the annual total of the Impositions and such insurance premiums or such greater Monthly amount as may be required to pay the next installment of such Impositions and insurance premiums, as estimated by Beneficiary, one month before such Impositions and insurance premiums shall become due and payable. Such deposits shall be held by Beneficiary, or Beneficiary's designee, without obligation for the payment of interest thereon to Trustor, free of any liens or claims on the part of creditors of Trustor and as a part of the security of Beneficiary, and shall be used by Beneficiary, or its designee, to pay current Impositions and insurance premiums as the same shall become payable. Said deposits shall not be, nor be deemed to be, trust funds but may be commingled with general funds of Beneficiary, or its designee. If at any time and for any reason Beneficiary determines that said deposits are insufficient to pay the Impositions and insurance premiums in full as they become payable, Trustor will deposit with Beneficiary, or Beneficiary's designee, within ten (10) days after demand therefor, such additional sum or sums as may be required in order for Beneficiary, or its designee, to pay such Impositions and insurance premiums in full. It shall be the responsibility of Trustor to furnish bills to Beneficiary in sufficient time for Beneficiary to pay the Impositions and insurance premiums before any penalty attaches and before the policies lapse. Upon any default in the provisions of this Deed of Trust or the Note, Beneficiary may, at its option, in its sole and absolute discretion and without regard to the adequacy of its security hereunder, apply any such deposits to the payment of the Obligations in such manner as it may elect. Transfer of legal title to the Secured Property, if consented to by the Beneficiary shall automatically transfer to the new owner the beneficial interest in all sums deposited under the provisions of this Section 1.4. 1.5 Care and Use of Premises . A. Maintenance and Repairs . Trustor, at its sole cost and expense, will take good care of the Secured Property and the sidewalks and curbs adjoining the Premises and will keep the same in good order and condition, and make all necessary repairs thereto, interior and exterior, structural and nonstructural, ordinary and extraordinary, unforeseen and foreseen, and will not commit or suffer to be committed any waste of the Secured Property and will not do or suffer to be done anything which will increase the risk of fire or other hazard to the Secured Property or any part thereof. B. Standard of Repairs . The necessity for and adequacy of repairs to the Improvements pursuant to Subsection 1.5A shall be measured by the standard which is appropriate for a first-class office building and related facilities of similar construction Comprehensive Commercial Deed of Trust and Security Agreement Page 15 of 51 and class, provided that Trustor shall in any event make all repairs necessary to avoid any structural damage to the Improvements and to keep the Improvements in a proper condition for their intended use. When used in this Section 1.5, the terms "repair" and "repairs" shall include all necessary renewals and replacements. All repairs made by Trustor shall be made with new first-class materials and in a good, substantial and workmanlike manner and shall be equal or better in quality and class to the original work. C. Notice to Beneficiary . Trustor will notify Beneficiary promptly of any damage to the Secured Property in excess of $       . D. Removal of Equipment . Trustor shall have the right, at any time and from time to time, to remove and dispose of equipment which may have become obsolete or unfit for use or which is no longer useful in the operation of the Secured Property. Trustor will promptly replace any such equipment so disposed of or removed with other equipment of a value and serviceability equal to or greater than the original value and serviceability of the equipment so disposed of or removed, free of superior title, liens and claims; except that, if by reasons of technological or other developments in the operation and maintenance of buildings of the general character of the Improvements, no replacement of the building equipment so removed or disposed of is necessary or desirable in the proper operation or maintenance of said Improvements, Trustor shall not be required to replace same. All such replacements or additional equipment shall be covered by this Deed of Trust and the security interest herein granted. E. Compliance with Laws and Insurance . Trustor shall promptly comply with all present and future laws, ordinances, orders, rules, regulations and requirements of all federal, state, county and municipal governments, courts, departments, commissions, boards and officers, any national or local Board of Fire Underwriters, including, without limitation, all zoning, building code, environmental protection and equal employment opportunity statutes, ordinances, regulations, orders and restrictions, foreseen or unforeseen, ordinary as well as extraordinary, which may be applicable to the Secured Property and the sidewalks and curbs adjoining the Secured Property or to the use or manner of use of the Secured Property whether or not such law, ordinance, order, rule, regulation or requirement shall necessitate structural changes or improvements. Trustor shall not bring or keep any article upon any of the Secured Property or cause or permit any condition to exist thereon which would be prohibited by or could invalidate any insurance coverage maintained, or required hereunder to be maintained, by Trustor on or with respect to any part of the Secured Property, and further shall do all other acts which from the character or use of the Secured Property may be necessary to protect the security hereof, the specific enumerations herein not excluding the general. Comprehensive Commercial Deed of Trust and Security Agreement Page 16 of 51 F. Hazardous Materials. 1. Trustor hereby indemnifies and agrees to defend, protect and hold Beneficiary, its directors, officers, employees or agents, and any successor or successors to Beneficiary's interest in the chain of title to the Secured Property, harmless from and against any and all losses, liabilities, fines, charges, damages, injuries, penalties, response costs, costs, expenses and claims of any and every kind whatsoever paid, incurred or suffered by, or asserted against, Beneficiary, including, without limitation: a. Any loss in value of the Secured Property; b. All foreseeable consequential damages; c. The costs of any required or necessary repair, cleanup or detoxification of the Secured Property, and the preparation and implementation of any closure, remedial or other required plans; and d. All reasonable costs and expenses incurred by Beneficiary in connection with clauses (a), (b) and (c) above, including, but not limited to, attorneys' fees and expenses, e. For, with respect to, or as a direct or indirect result of (i) the presence on or under, or the escape, seepage, leakage, spillage, discharge, emission, or release from, the Secured Property or any other property legally or beneficially owned (or any interest or estate which is owned) by Trustor of any Hazardous Material (including, without limitation, any losses, liabilities, damages, injuries, costs, expenses or claims asserted or arising under Hazardous Materials Laws, regardless of whether or not caused by, or within the control of, Trustor or any predecessor in title or any employees, agents, contractors or subcontractors of Trustor, or any third persons at any time, occupying or present on or otherwise affecting the Secured Property; or (ii) the transport, treatment, storage or disposal of Hazardous Materials to or at any location by Trustor or by any other party directly or indirectly affiliated with it, or at the direction or on behalf of any of them; or f. Arising out of or related to any breach of Trustor's obligations under this Subsection 1.5F or any inaccuracy, incompleteness or misrepresentation under Subsections 2.3C and D below, irrespective of whether any of such actions or circumstances were or will be in compliance with applicable laws, regulations, codes or ordinances; or g. Arising out of the enforcement or attempted enforcement of this indemnity. Comprehensive Commercial Deed of Trust and Security Agreement Page 17 of 51 2. Such indemnification and hold harmless agreement shall survive (i) the repayment of all Obligations; (ii) the release of the Secured Property or any portion thereof; (iii) the foreclosure under this Deed of Trust (notwithstanding that all or a portion of the obligations secured by this Deed of Trust shall have been discharged thereby); (iv) the acquisition of the Secured Property by Beneficiary; and/or (v) the transfer of all of Beneficiary's rights in and to the Obligations and/or the Secured Property. THE INDEMNITIES HEREIN PROVIDED BY TRUSTOR SHALL APPLY REGARDLESS OF WHETHER THE MATTER FROM WHICH THE INDEMNIFICATION OBLIGATION ARISES WAS CAUSED IN WHOLE OR IN PART BY SIMPLE NEGLIGENCE (BUT NOT WILLFUL MISCONDUCT OR GROSS NEGLIGENCE) OF ANY APPLICABLE INDEMNIFIED PARTY. The foregoing indemnity shall not apply with respect to matters arising solely by reason of events occurring after a foreclosure of this Deed of Trust or a deed in lieu of such foreclosure whereby       take title. (Name of Beneficiary) 3. Trustor shall keep and maintain the Secured Property in compliance with, and shall not cause or permit the Secured Property to be in violation of, any federal, state or local laws, ordinances or regulations relating to industrial hygiene or to the environmental conditions on, under or about the Secured Property including, but not limited to, soil and ground water conditions. Trustor shall not use, generate, manufacture, store, dispose of or permit to exist in, on, under or about the Secured Property any Hazardous Material; Trustor hereby agrees at all times to comply fully and in a timely manner with, and to cause all of its employees, agents, contractors and subcontractors and any other persons occupying or present on the Secured Property to so comply with, all Hazardous Materials Laws. 4. Promptly, upon the written request of Beneficiary, but not more frequently than once per year, Trustor shall provide Beneficiary, at Trustor's expense, with an environmental site assessment or environmental audit report prepared by an environmental engineering firm acceptable to Beneficiary, to assess the presence or absence of any Hazardous Material and the potential costs in connection with abatement, cleanup or removal of any Hazardous Material found on, under, at or within the Secured Property and Trustor shall cooperate in the conduct of such environmental audit. 5. Trustor represents and warrants that, to the best of its knowledge, (a) no enforcement, cleanup, removal or other governmental or regulatory actions have, at any time, been instituted, contemplated or threatened against the Secured Property, or against Trustor with respect to the Secured Property, pursuant to any Hazardous Materials Laws; (b) no violation or non-compliance with Hazardous Materials Laws has occurred with respect to the Secured Property at any time; (c) no claims have, at any time, been made or threatened by any third party against the Secured Property or against Trustor with respect to the Secured Property, relating to damage, contribution, cost recovery, compensation, loss or injury Comprehensive Commercial Deed of Trust and Security Agreement Page 18 of 51 resulting from any Hazardous Materials (the matters set forth in clauses (a), (b) and (c) above are hereinafter referred to as Hazardous Materials Claims ). Trustor shall promptly advise Beneficiary in writing if any Hazardous Materials Claims are hereafter asserted, or if Trustor obtains knowledge of any discharge, release, or disposal of any Hazardous Materials in, on, under or about the Secured Property. 6. Without Beneficiary's prior written consent, Trustor shall not take any remedial action in response to the presence of any Hazardous Materials on, under or about the Secured Property, nor enter into any settlement agreement, consent decree, or other compromise in respect to any Hazardous Materials Claims, which remedial action, settlement, consent or compromise might, in Beneficiary's reasonable judgment, impair the value of Beneficiary's security hereunder; provided, however, that Beneficiary's prior consent shall not be necessary in the event that the presence of any Hazardous Material on, under, or about the Secured Property either poses an immediate threat to the health, safety or welfare of any individual or is of such a nature that an immediate remedial response is necessary and it is not possible to obtain Beneficiary's consent before taking such action, provided that in such event Trustor shall notify Beneficiary as soon as practicable of any action so taken. Beneficiary agrees not to withhold its consent, where such consent is required hereunder, if either (i) a particular remedial action is ordered by a court of competent jurisdiction, or (ii) Trustor establishes to the reasonable satisfaction of Beneficiary that there is no reasonable alternative to such remedial action which would result in less impairment of Beneficiary's security hereunder. 7. Beneficiary shall have the right to join and participate in, as a party if it so elects, any legal proceedings or actions initiated by any person or entity in connection with any Hazardous Materials Claims and, in such case, to have its reasonable attorneys' fees and costs incurred in connection therewith paid by Trustor. G. Compliance With Instruments of Record . Trustor will promptly perform and observe, or cause to be performed and observed, all of the terms, covenants and conditions of all instruments of record affecting the Secured Property, non - compliance with which may affect the priority of the lien of this Deed of Trust, or which may impose any duty or obligation upon Trustor or any lessee or other occupant of the Secured Property or any part thereof, and Trustor shall do or cause to be done all things necessary to preserve intact and unimpaired any and all easements, appurtenances and other interests and rights in favor of or constituting any portion of the Secured Property. H. Alteration of Secured Property . Trustor will not demolish, remove, construct, restore, add to or alter any Improvement or any extension thereof, nor consent to or permit any such demolition, removal, construction, restoration, addition or alteration without Beneficiary's prior written consent, except for (i) ordinary, non-structural maintenance work, and (i) structural repairs and restorations having a cost of less than $10,000. Comprehensive Commercial Deed of Trust and Security Agreement Page 19 of 51 I. Parking . Trustor will grant no parking rights in the Secured Property other than those provided for in Trustor's standard form lease except with Beneficiary's prior written consent. The Secured Property shall contain at all times not less than       on - site (Number) parking spaces for standard - size American automobiles located upon the Land, or the number of spaces required to provide       parking spaces for standard-sized (Number) American automobiles for every       square feet of gross leasable area within (Number) the Secured Property. If any part of the automobile parking areas included within said Secured Property is taken by condemnation or said areas are otherwise reduced, Trustor will provide parking facilities in kind, size and location to comply with all Leases, and before making any contract therefore will furnish to Beneficiary satisfactory assurance of completion thereof free of liens and in conformity with all governmental zoning ordinances and regulations. J. Entry on Secured Property . Beneficiary or its representative is hereby authorized to enter upon and inspect the Secured Property at all reasonable times. K. No Consent to Alterations or Repairs . Nothing contained in this Deed of Trust shall be deemed or construed in any way as constituting the consent or request of Beneficiary, express or implied by inference or otherwise to any contractor, subcontractor, laborer or materialman for the performance of any labor or the furnishing of any materials for any specific improvement, alteration to or repair of the Secured Property or any part thereof. L. Mechanic's Liens . Trustor will discharge, pay, or bond, or cause to be discharged, paid or bonded, from time to time when the same shall become due, all lawful claims and demands of mechanics, materialmen, laborers and others which, if unpaid, might result in, or permit the creation of, a lien on the Secured Property or any part thereof, or on the revenues, rents, issues, income and profits arising therefrom, and Trustor will do or cause to be done everything necessary so that the lien of this Deed of Trust shall be fully preserved, at the cost of Trustor without expense to Beneficiary. M. Use of Secured Property by Trustor . Trustor will use, or cause to be used, the Secured Property principally and continuously as and for a first - class office building development with related facilities. Trustor shall not use, or permit the use of the Secured Property or any part thereof for any other principal use without the prior written consent of Beneficiary. N. Use of Secured Property by Public . Trustor shall not suffer or permit the Secured Property, or any portion thereof, to be used by the public as such, without restriction or in such manner as might impair Trustor's title to the Secured Property or any portion thereof, or in such manner as might make possible a claim or claims of Comprehensive Commercial Deed of Trust and Security Agreement Page 20 of 51 adverse usage or adverse possession by the public, or of implied dedication of the Secured Property or any portion thereof. O. Management . Management of the Premises shall be satisfactory to Beneficiary and shall be performed by Trustor or a management company approved in writing by Beneficiary and under a management contract satisfactory to Beneficiary, which management contract shall be subject and subordinate to the rights and title of Beneficiary under this Deed of Trust. 1.6 Financial Information . A. Audit . Trustor will keep and maintain complete and accurate books and records of the earnings and expenses of the Secured Property and, without expense to Beneficiary, furnish to Beneficiary, within one hundred twenty (120) days after the end of each fiscal year of Trustor, an annual audit prepared and certified by an independent certified public accountant reasonably satisfactory to Beneficiary, in accordance with generally accepted accounting principles relating to real estate consistently applied, which shall include: 1. A statement of financial position by Trustor with respect to the Secured Property, 2. Statement of funds cash flows by Trustor with respect to the Secured Property, 3. A detailed statement summary of operations relating to the ownership and operation of the Secured Property, including, without limitation, all rents and other income derived therefrom and all expenses paid or incurred in connection therewith, and 4. Such interim statements of financial position and summaries of operations as may be required by Beneficiary. B. Right to Inspect Books and Records . Beneficiary or its representative shall have the right to examine and make copies of such books and records and all supporting vouchers and data at the Premises or at Trustor's principal place of business at Trustor's expense. Comprehensive Commercial Deed of Trust and Security Agreement Page 21 of 51 1.7 Condemnation . A. Beneficiary's Right to Participate in Proceedings . If the Secured Property, or any part thereof or any interest therein, shall be taken in condemnation proceedings or by exercise of any right of eminent domain (collectively, Condemnation Proceedings ), Beneficiary shall have the right to participate in any such Condemnation Proceedings and the award or payment that may be made in any such Condemnation Proceedings is hereby assigned to Beneficiary and shall be deposited with Beneficiary, or Beneficiary’s designee, and disbursed in the manner set forth in this Section l.7. Trustor will give Beneficiary immediate notice of the actual or threatened commencement of any Condemnation Proceedings affecting all or any part of the Secured Property, including severance and consequential damage and change in grade in streets, and will deliver to Beneficiary copies of any and all papers served in connection with any such proceedings. Notwithstanding the foregoing, Beneficiary is hereby authorized, at its option, to commence, appear in and prosecute in its own or Trustor's name any action or proceeding relating to any such condemnation and to settle or compromise any claim in connection therewith. Trustor and Beneficiary shall cooperate with each other in connection with any such action or proceeding, including, without limitation, negotiations for a possible settlement. No settlement for the damages sustained thereby shall be made by Trustor without Beneficiary's prior written approval thereof. Trustor agrees to execute any and all further documents that may be required in order to facilitate the collection of any award or awards and the making of any such deposit with Beneficiary. B. Application of Condemnation Award . If at any time title or temporary title to the whole or any part of the Secured Property shall be taken in Condemnation Proceedings or pursu