delivered in connection with this Security Instrument (as the same may be
amended, restated, replaced, supplemented or otherwise modified from time to
time, the "Assignment of Leases"), including the rights, remedies, obligations,
covenants, conditions, agreements, indemnities, representations and warranties
of the parties therein, are hereby incorporated by reference herein as though
set forth in full and shall be considered a part of this Security Instrument
(the Loan Agreement, the Note, this Security Instrument, the Assignment of
Leases and Rents and all other documents evidencing or securing the Debt or
executed or delivered in connection therewith, are referred to collectively as
the "Loan Documents").
NOW THEREFORE, in consideration of the premises and the mutual conditions
contained herein, including Beneficiary's entering into the Loan Agreement, the
receipt and legal sufficiency of which are hereby expressly acknowledged by all
parties, to secure full and complete payment and performance of the Loan,
including, without limitation, Trustor's
1
performance of Trustor's obligations under the Note, the Loan Agreement and the
other Loan Documents:
ARTICLE I.
GRANTS OF SECURITY
SECTION 1.1.
GRANTING CLAUSE.
TRUSTOR DOES HEREBY IRREVOCABLY GRANT,
BARGAIN, PLEDGE, DEED, MORTGAGE, WARRANT, SELL, TRANSFER, ASSIGN, AND CONVEY
UNTO TRUSTEE, ITS SUCCESSORS AND ASSIGNS, IN TRUST FOR THE BENEFIT OF
BENEFICIARY, AND THEIR RESPECTIVE SUCCESSORS AND ASSIGNS FOREVER, WITH POWER OF
SALE AND RIGHT OF ENTRY AND POSSESSION, SUBJECT ONLY TO THOSE MATTERS
CONSTITUTING PERMITTED ENCUMBRANCES UNDER THE LOAN AGREEMENT, PROPERTY, RIGHTS,
INTERESTS AND ESTATES NOW OWNED, OR HEREAFTER ACQUIRED BY TRUSTOR AND ALL OF
TRUSTOR'S RIGHT, TITLE AND INTEREST, NOW OWNED OR HEREAFTER ACQUIRED, IN AND TO
THE FOLLOWING DESCRIBED PROPERTIES AND INTERESTS AND ALL REPLACEMENTS OR
SUBSTITUTES THEREFOR AND ALL PRODUCTS AND PROCEEDS THEREOF, AND ACCESSIONS
THERETO, AND WHETHER HELD TO BE REAL OR PERSONAL PROPERTY, TANGIBLE OR
INTANGIBLE (COLLECTIVELY, THE "PROPERTY"):
(A)
LAND.
THE REAL PROPERTY DESCRIBED IN EXHIBIT A ATTACHED HERETO
AND MADE A PART HEREOF (THE "LAND");
(B)
ADDITIONAL LAND.
ALL ADDITIONAL LANDS, ESTATES AND DEVELOPMENT
RIGHTS HEREAFTER ACQUIRED BY TRUSTOR FOR USE IN CONNECTION WITH THE LAND AND THE
DEVELOPMENT OF THE LAND AND ALL ADDITIONAL LANDS AND ESTATES THEREIN WHICH MAY,
FROM TIME TO TIME, BY SUPPLEMENTAL MORTGAGE OR OTHERWISE, BE EXPRESSLY MADE
SUBJECT TO THE LIEN OF THIS SECURITY INSTRUMENT;
(C)
IMPROVEMENTS.
THE BUILDINGS, STRUCTURES, FIXTURES, ADDITIONS,
ENLARGEMENTS, EXTENSIONS, MODIFICATIONS, REPAIRS, REPLACEMENTS AND IMPROVEMENTS
NOW OR HEREAFTER ERECTED OR LOCATED ON THE LAND (COLLECTIVELY, THE
"IMPROVEMENTS");
(D)
EASEMENTS.
ALL EASEMENTS, RIGHTS-OF-WAY OR USE, RIGHTS, STRIPS
AND GORES OF LAND, STREETS, WAYS, ALLEYS, PASSAGES, SEWER RIGHTS, WATER, WATER
COURSES, WATER RIGHTS AND POWERS, WATER PERMITS, OIL, GAS, AND OTHER MINERAL
RIGHTS, AIR RIGHTS AND DEVELOPMENT RIGHTS, AND ALL ESTATES, LEASEHOLD INTERESTS,
RIGHTS, TITLES, INTERESTS, POWERS, PRIVILEGES, LIBERTIES, SERVITUDES, TENEMENTS,
HEREDITAMENTS AND APPURTENANCES OF ANY NATURE WHATSOEVER, IN ANY WAY NOW OR
HEREAFTER BELONGING, RELATING OR PERTAINING TO THE LAND AND THE IMPROVEMENTS (OR
BENEFITING SAME) AND THE REVERSIONS AND REMAINDERS, AND ALL LAND LYING IN THE
BED OF ANY STREET, ROAD OR AVENUE, OPENED OR PROPOSED, IN FRONT