Real Estate Deed of Trust

REAL ESTATE DEED OF TRUST

This Deed of Trust is made as of by and between Trustor: whose address is ; Trustee: whose address is ; and Beneficiary: whose address is . The real property subject to this Deed of Trust is located in the County of , State of and is more particularly described in Section 2 below.

RECITALS

WHEREAS, Trustor is indebted to Beneficiary under a promissory note dated in the original principal amount of $ (the "Note"); and

WHEREAS, the Note matures on and bears interest at the rate of per annum; and

WHEREAS, to secure payment and performance of the Note and all other Obligations (as defined below), Trustor desires to grant, convey and assign to Trustee, in trust, the estate described below for the benefit of Beneficiary.

NOW, THEREFORE, for valuable consideration, Trustor hereby grants, bargains, conveys, transfers and assigns to Trustee, in trust, the real property described in Section 2, together with the rents, profits, and appurtenances, to secure payment of the Obligations, upon the following terms and conditions.

1. PROPERTY DESCRIPTION

2. OBLIGATION SECURED

The Deed of Trust secures (a) payment of the Note described above and all renewals, extensions or modifications thereof; (b) payment of all other indebtedness of Trustor to Beneficiary now or hereafter existing; and (c) performance of each agreement of Trustor contained in this Deed of Trust (collectively, the "Obligations"). Beneficiary is or shall be a beneficiary of the trust estate created by this instrument.

3. GRANTING CLAUSE

Trustor irrevocably grants and conveys to Trustee, in trust, with power of sale, the Property, to have and to hold the same, together with all the rights, privileges and appurtenances thereto belonging, to secure prompt payment and performance of the Obligations. This grant is operative immediately and constitutes a present conveyance of the estate described herein to the Trustee.

4. COVENANTS OF TRUSTOR

Trustor covenants and agrees with Beneficiary:

(a) To pay all sums secured by this Deed of Trust when due; (b) to keep the Property in good repair and not permit any waste; (c) to pay when due all taxes, assessments and charges which may affect the Property; and (d) to maintain insurance as required by Beneficiary and to provide evidence of such insurance upon request.

5. DEFAULT; REMEDIES

Upon default in the performance of any Obligation, Beneficiary may declare all sums secured hereby immediately due and payable and pursue any and all remedies available at law or in equity. If Beneficiary elects to proceed under the power of sale, Trustee shall sell the Property at public auction after compliance with all applicable notice and cure provisions. The exercise of remedies is cumulative and not exclusive.

6. TRUSTEE POWERS

Trustee is authorized to take possession of the Property and to do any act which Beneficiary could do to protect the security, including but not limited to: (a) collecting rents; (b) performing acts of repair or maintenance; (c) paying taxes, insurance premiums, and other charges that are in default; and (d) executing instruments necessary to transfer title at a foreclosure sale. Trustee shall exercise reasonable care in the performance of duties and shall be indemnified by Trustor and Beneficiary for actions taken in good faith.

7. ASSIGNMENT OF RENTS

As additional security, Trustor assigns to Trustee for the benefit of Beneficiary all rents and income from the Property, subject to the right of Trustor to collect such rents until an event of default occurs. Upon default, Trustee may collect such rents and apply them to the Obligations after deducting reasonable costs of collection.

8. RECONVEYANCE UPON PAYMENT

When all Obligations have been fully paid and satisfied, Beneficiary shall request Trustee to reconvey the Property to Trustor and Trustee shall reconvey by proper instrument without warranty, releasing the trust estate and all rights under this Deed of Trust, provided that Trustor has paid Trustee's reasonable fees and charges for reconveyance.

9. NOTICES

Any notice required or permitted under this Deed of Trust shall be in writing and shall be deemed given when delivered personally or three days after deposit in the United States mail, postage prepaid, addressed to the parties at their addresses set forth in the opening paragraph or at such other address as a party may designate by written notice to the others.

10. GOVERNING LAW

This Deed of Trust shall be governed by and construed in accordance with the laws of the State of , without regard to its conflict of laws principles.

11. ENTIRE AGREEMENT

This Deed of Trust, together with the Note and any other documents executed in connection herewith, constitutes the entire agreement among the parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral.

12. SEVERABILITY

If any provision of this Deed of Trust is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect and shall be construed so as to give effect to the intentions of the parties to the greatest extent permitted by law.

13. AMENDMENT; WAIVER; COUNTERPARTS

This Deed of Trust may be amended only by a written instrument executed by Trustor and Beneficiary. No delay or omission by Beneficiary in exercising any right shall operate as a waiver thereof. This instrument may be executed in counterparts, each of which shall be deemed an original.

IN WITNESS WHEREOF, Trustor has executed this Deed of Trust and Trustee has accepted the trust created hereby on the date first above written.

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