Exhibit
10.04


 


RECORDING
REQUESTED BY AND


WHEN
RECORDED MAIL TO:


 


Core
4 Trust


2520
Saint Rose Parkway, Suite 218


Henderson,
NV 89074


 


 


______________
SPACE ABOVE THIS LINE IS FOR RECORDER’S USE ______________



 


DEED
OF TRUST AND ASSIGNMENT OF RENTS


 


This
Deed of Trust, made this 2nd day of April, 2019, between Extracting Point, LLC, a Nevada limited liability company,
herein called Trustor, whose mailing address is 853 Sandhill Avenue, Carson, California 90746, and Thomas Title &
Escrow, herein called Trustee, whose address is 7150 E. Camelback Rd., Suite 195, Scottsdale, AZ 85251, for the benefit
of Michael Cannon and Jennifer Cannon, Trustees of the Core 4 Trust dated February 29, 2016, having its principal address
at 2520 Saint Rose Parkway, Suite 218, Henderson, NV 89074, herein called Beneficiary.


 


WITNESSETH:
That Trustor conveys, transfers and assigns to Trustee in Trust, with Power of Sale, the following real property situated in Phoenix,
Arizona:


2601
West Holly St., Phoenix, AZ


Legally
described as: Lots 34 and 35, Black Canyon Industrial District, according to the Plat of Record in the Office of the County Recorder
of Maricopa County, Arizona, Recorded in Book 64 of Maps, Page 8. 


 


In
the event the herein described property, or any part thereof, or any interest therein, is sold, agreed to be sold, conveyed or
alienated by the Trustor, or by the operation of law or otherwise, all obligations secured by this instrument, irrespective of
the maturity dates expressed therein, at the option of the Note Holder hereof, and without demand or notice, shall immediately
become due and payable.


 


Together
with all buildings, improvements, and fixtures thereon.


 


This
Deed of Trust, made on the above date between the Trustor, Trustee, and Beneficiary above named,


 


WITNESSETH:
That Trustor irrevocably grants and conveys to Trustee in Trust, with Power of Sale, the above described real property, together
with leases, rents, issues, profits, or income thereof, (all of which are hereinafter called “property income”): SUBJECT
HOWEVER, to the right, power, and authority hereinafter given to and conferred upon Beneficiary to collect and apply such property
income; AND SUBJECT TO existing taxes, assessments, liens encumbrances, covenants, conditions, restrictions, rights of way, and
easements of record.


 




    	 



     


    

 


FOR
THE PURPOSE OF SECURING:


 


1.
Performance of the Loan Documents as defined in the Loan Agreement dated April 2, 2019 between Trustor, Beneficiary and Generation
Alpha, Inc., a Nevada corporation (“Loan Agreement”) and each agreement of Trustor herein contained.


 


2.
Payment of the indebtedness evidenced by one Installment Note – Interest Included of even date herewith, and any extension
or renewal thereof, if any, in the principal sum of THREE MILLION FIVE HUNDRED THOUSAND and 00/100 Dollars ($3,500,000.00)
executed by Trustor in favor of Beneficiary or order.


 


3.
Payment of such further sums as the then record owner of said property hereafter may borrow from Beneficiary, when evidenced by
another note (or notes) reciting it is so secured.


 


TO
PROTECT THE SECURITY OF THIS DEED OF TRUST, TRUSTOR AGREES:


 


(1)
To keep said property in good condition and repair; not to remove or demolish any building thereon; to complete or restore promptly
and in good and workmanlike manner any building which may be constructed, damaged or destroyed thereon and to pay when due all
claims for labor performed and materials furnished therefor; to comply with all laws affecting said property or requiring any
alterations or improvements to be made thereon; not to commit or permit waste thereof; not to commit; suffer or permit any act
upon said property in violation of law; and to do all other acts which from the character or use of said property may be reasonably
necessary, the specific enumerations herein not excluding the general.


 


(2)
To provide, maintain and deliver to Beneficiary fire, vandalism and malicious mischief insurance for the replacement value of
the building on the property satisfactory to and with loss payable to Beneficiary. The amount collected under any fire or other
insurance policy may be applied by Beneficiary upon any indebtedness secured hereby and in such order as Beneficiary may determine,
or at option of Beneficiary the entire amount so collected or any part thereof may be released to Trustor. Such application or
release shall not cure or waive any default or Notice of Trustee’s Sale hereunder or invalidate any act done pursuant to
such notice.


 


(3)
To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary
or Trustee; and to pay all costs and expenses of Beneficiary and Trustee, including cost of evidence of title and attorney’s
fees in a reasonable sum, in any such action or proceeding in which Beneficiary or Trustee may appear or be named, and in any
suit brought by Beneficiary or Trustee to foreclose this Deed of Trust.


 


(4)
To pay, before delinquent all taxes and assessments affecting said property; when due all encumbrances, charges and liens, with
interest, on said property or any part thereof, which appear to be prior or superior hereto; all costs, fees and expenses of this
Trust, including, without limiting the generality of the foregoing, the fees of Trustee for issuance of any Deed of Release and
Full Reconveyance, and all lawful charges, costs and expenses in the event of reinstatement of, following default in, this Deed
of Trust or the obligations secured hereby. Should Trustor fail to make any payment or to do any act as herein provided, then
Beneficiary or Trustee, but without obligation so to do and without notice to or demand upon Trustor and without releasing Trustor
from any obligation hereof, may: make or do the same in such manner and to such extent as either may deem necessary to protect
the security hereof, Beneficiary or Trustee being authorized to enter upon said property for such purposes; appear in and defend
any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; pay, purchase,
contest or compromise any encumbrance, charge or lien which in the judgment of either appears to be prior or superior hereto;
and, in exercising any such powers, pay necessary expenses, employ counsel and pay his reasonable fees.


 




    	Page
                                         2
                                         of 5 



     


    

 


(5)
To pay immediately and without demand all sums expended by Beneficiary or Trustee, pursuant to the provisions hereof, together
with interest from date of expenditure at the same rate as provided for in the note secured by this Deed of Trust or at the highest
legal rate, whichever be the greater rate. Any amounts so paid by Beneficiary or Trustee shall become a part of the debt secured
by this Deed of Trust and a lien on said premises or immediately due and payable at option of Beneficiary or Trustee.


 


IT
IS MUTUALLY AGREED:


 


(6)
That any award of damages in connection with any condemnation or any such taking, or for injury to the property by reason of public
use, or for damages for private trespass or injury thereto, is assigned and shall be paid to Beneficiary as further security for
all obligations secured hereby (reserving unto the Trustor, however, the right to sue therefor and the ownership thereof subject
to this Deed of Trust), and upon receipt of such moneys Beneficiary may hold the same as such further security, or apply or release
the same in the same manner and with the same effect as above provided for disposition of proceeds of fire or other insurance.


 


(7)
That time is of the essence of this Deed of Trust, and that by accepting payment of any sum secured hereby after its due date,
Beneficiary does not waive his right either to require prompt payment when due of all other sums so secured or to declare default
for failure so to pay.


 


(8)
That at any time or from time to time, without notice, upon written request of Beneficiary and presentation of this Deed of Trust
and said note(s) for endorsement, and without liability therefor, and without affecting the personal liability of any person for
payment of the indebtedness secured hereby, and without affecting the security hereof for the full amount secured hereby on all
property remaining subject hereto, and without the necessity that any sum representing the value or any portion thereof of the
property affected by the Trustee’s action be credited on the indebtedness the Trustee may: (a) release and reconvey all
or any part of said property; (b) consent to the making and recording, or either, of any map or plat of the property or any part
thereof; (c) join in granting any easement thereon; (d) join in or consent to any extension agreement or any agreement subordinating
the lien, encumbrance, or charge hereof.


 


(9)
That upon written request of Beneficiary stating that all sums secured hereby have been paid, and upon surrender of this Deed
of Trust and said note(s) to Trustee for cancellation and retention and upon payment of its fees, Trustee shall release and reconvey,
without covenant or warranty, expressed or implied, the property then held hereunder. The recitals in such reconveyance of any
matters or facts shall be conclusive proof of the truthfulness thereof. The grantee in such reconveyance may be described as “the
person or persons legally entitled thereto”. Five years after issuance of such full reconveyance, Trustee may destroy said
note and this deed (unless directed in such request to retain them).


 




    	Page
                                         3
                                         of 5 



     


    

 


(10)
That as additional security, Trustor hereby gives to and confers upon Beneficiary the right, power and authority, during the continuance
of this Trust, to collect the property income, reserving to Trustor the right, prior to any default by Trustor in payment of any
indebtedness secured hereby or in performance of any agreement hereunder, to collect and retain such property income as it becomes
due and payable. Upon any such default, Beneficiary may at any time without notice, either in person, by agent, or by a receiver
to be appointed by a court, and without regard to the adequacy of any security for the indebtedness hereby secured, enter upon
and take possession of said property or any part thereof, in his own name sue for or otherwise collect such property income, including
that past due and unpaid, and apply the same, less costs and expenses of operation and collection, including reasonable attorney’s
fees, upon any indebtedness secured hereby, and in such order as Beneficiary may determine. The entering upon and taking possession
of said property, the collection of such property income and the application thereof as aforesaid, shall not cure or waive any
default or Notice of Trustees’ Sale hereunder or invalidate any act done pursuant to such notice.


 


(11)
That upon default by Trustor in payment of any indebtedness secured hereby or in performance of any agreement hereunder, Beneficiary
may declare all sums secured hereby immediately due and payable by delivery to Trustee of written notice thereof, setting forth
the nature thereof, and of election to cause to be sold said property under this Deed of Trust. Beneficiary also shall deposit
with Trustee this Deed of Trust, said note(s) and all documents evidencing expenditures secured hereby.


 


Trustee
shall record and give Notice of Trustee’s Sale in the manner required by law, and after the lapse of such time as may then
be required by law, Trustee shall sell, in manner required by law, said property at public auction at the time and place fixed
by it in said Notice of Trustee’s Sale to the highest bidder for cash in lawful money of the United States, payable at time
of sale. Trustee may postpone or continue the sale by giving notice of postponement or continuance by public declaration at the
time and place last appointed for the sale. Trustee shall deliver to such purchaser its Deed conveying the property so sold, but
without any covenant or warranty, expressed or implied. Any persons, including Trustor, Trustee, or Beneficiary may purchase at
such sale.


 


After
deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title in connection with sale
and reasonable attorney’s fees, Trustee shall apply the proceeds of sale to payment of: All sums then secured hereby and
all other sums due under the terms hereof, with accrued interest; and the remainder, if any, to the person or persons legally
entitled thereto, or as provided in A.R.S. 33-812. To the extent permitted by law, an action may be maintained by Beneficiary
to recover a deficiency judgment for any balance due hereunder.


 


(12)
That Beneficiary may appoint a successor Trustee in the manner prescribed by law. A successor Trustee herein shall, without conveyance
from the predecessor Trustee, succeed to all the predecessor’s title, estate, rights, powers and duties. Trustee may resign
by mailing or delivering notice thereof to Beneficiary and Trustor.


 




    	Page
                                         4
                                         of 5 



     


    

 


(13)
That this Deed of Trust applies to, inures to the benefit of, and binds all parties hereto, their heirs, legatees, devisees, administrators,
executors, successors and assigns. The term Beneficiary shall mean the owner and holder of the note(s) secured hereby, whether
or not named as Beneficiary herein. In this Deed of Trust, whenever the context so requires, the masculine gender includes the
feminine and neuter, and the singular number includes the plural.


 


(14)
That Trustee accepts this Trust when this Deed of Trust, duly executed and acknowledged, is made a public record as provided by
law. Trustee is not obligated to notify any party thereto of pending sale under any other Deed of Trust or of any action or proceeding
in which Trustor, Beneficiary or Trustee shall be a party unless brought by Trustee.


 


The
undersigned Trustor requests that a copy of any Notice of Trustee’s Sale hereunder be mailed to him at his address hereinbefore
set forth.


 


Trustor:
Extracting Point, LLC, a Nevada limited liability company 


 


	By:
    	 	 


 




    	Page
                                         5
                                         of 5