AS LENDER IN ITS DISCRETION SHALL DEEM PROPER.
THE PRINCIPAL PLACE OF BUSINESS
OF BORROWER (DEBTOR) IS AS SET FORTH ON PAGE ONE HEREOF AND THE ADDRESS OF
LENDER (SECURED PARTY) IS AS SET FORTH ON PAGE ONE HEREOF.
SECTION 1.4
FIXTURE FILING.
CERTAIN OF THE PROPERTY IS OR WILL
BECOME "FIXTURES" (AS THAT TERM IS DEFINED IN THE UNIFORM COMMERCIAL CODE) ON
THE LAND, THE CONDOMINIUM PROJECT OR THE UNITS, DESCRIBED OR REFERRED TO IN THIS
SECURITY INSTRUMENT, AND THIS SECURITY INSTRUMENT, UPON BEING FILED FOR RECORD
IN THE REAL ESTATE RECORDS OF THE STATE OF HAWAII, SHALL OPERATE ALSO AS A
FINANCING STATEMENT NAMING BORROWER AS THE DEBTOR AND LENDER AS THE SECURED
PARTY FILED AS A FIXTURE FILING IN ACCORDANCE WITH THE APPLICABLE PROVISIONS OF
SAID UNIFORM COMMERCIAL CODE UPON SUCH OF THE PROPERTY THAT IS OR MAY BECOME
FIXTURES.
SECTION 1.5
PLEDGES OF MONIES HELD.
BORROWER HEREBY PLEDGES TO
LENDER ANY AND ALL MONIES NOW OR HEREAFTER HELD BY LENDER OR ON BEHALF OF LENDER
IN CONNECTION WITH THE LOAN, INCLUDING, WITHOUT LIMITATION, ANY SUMS DEPOSITED
IN THE ACCOUNTS (AS DEFINED IN THE DISTRIBUTABLE CASH CONTROL AGREEMENT) AND NET
SALE PROCEEDS, AS ADDITIONAL SECURITY FOR THE OBLIGATIONS UNTIL EXPENDED OR
APPLIED AS PROVIDED IN THIS SECURITY INSTRUMENT OR THE LOAN AGREEMENT.
CONDITIONS TO GRANT
TO HAVE AND TO HOLD the above granted and described Property unto and to the use
and benefit of Lender and its successors and assigns, forever to secure payment
to Lender of the Obligations at the time and in the manner provided for its
payment in the Note, the Loan Agreement and in this Security Instrument;
PROVIDED, HOWEVER, these presents are upon the express condition that, if
Borrower shall well and truly pay to Lender the Debt at the time and in the
manner provided in the Note, the Loan Agreement and this Security Instrument,
shall well and truly perform the Other Obligations as set forth in this Security
Instrument and shall well and truly abide by and comply with each and every
covenant and condition set forth herein and in the Note, the Loan Agreement and
the other Loan Documents, these presents shall cease, terminate and be void.
ARTICLE 2 - DEBT AND OBLIGATIONS SECURED
SECTION 2.1
DEBT.
THIS SECURITY INSTRUMENT AND THE GRANTS,
ASSIGNMENTS AND TRANSFERS MADE IN ARTICLE 1 ARE GIVEN FOR THE PURPOSE OF
SECURING THE DEBT WHICH BY ITS DEFINITION (AS SET FORTH IN LOAN AGREEMENT)
INCLUDES, BUT IS NOT LIMITED TO, THE OBLIGATIONS OF BORROWER TO PAY TO LENDER
THE PRINCIPAL AND INTEREST OWING PURSUANT TO THE TERMS AND CONDITIONS OF THE
NOTE.
SECTION 2.2
OTHER OBLIGATIONS.
THIS SECURITY INSTRUMENT AND THE
GRANTS, ASSIGNMENTS AND TRANSFERS MADE IN ARTICLE 1 ARE ALSO GIVEN FOR THE
PURPOSE OF SECURING THE FOLLOWING (THE "OTHER OBLIGATIONS"):
(A)
THE PERFORMANCE OF ALL OTHER OBLIGATIONS OF BORROWER
CONTAINED HEREIN;
8
(B)
THE PERFORMANCE OF EACH OBLIGATION OF BORROWER CONTAINED
IN THE LOAN AGREEMENT AND ANY OTHER LOAN DOCUMENT; AND