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f. All revenues, income, rents, royalties, payments and profits produced by
<br />the Land, Improvements, Appurtenances and Equipment, whether now owned or
<br />hereafter acquired by Trustor ("Gross Revenues");
<br />g. All architectural, structural and mechanical plans, specifications, design
<br />documents and studies produced in connection with development of the Land and
<br />construction of the Improvements (collectively, "Plans"); and
<br />h. All interests and rights in any private or governmental grants, subsidies,
<br />loans or other financing provided in connection with development of the Land and
<br />construction of the Improvements (collectively, "Financing").
<br />All of the above -referenced interests of Trustor in the Land, Improvements,
<br />Appurtenances, Equipment, Leases, Rents, Proceeds, Gross Revenues, Plans and
<br />Financing as hereby conveyed to Trustee or made subject to the security interest herein
<br />described are collectively referred to herein as the "Property."
<br />2. Obligations Secured. This Deed of Trust is given for the purpose of securing
<br />payment and performance of the following (collectively, the "Secured Obligations"): (i)
<br />all present and future indebtedness evidenced by the Note and any amendment thereof,
<br />including principal, interest and all other amounts payable under the terms of the Note;
<br />(ii) all present and future obligations of Trustor to Beneficiary under the City Documents
<br />(defined below); (iii) all additional present and future obligations of Trustor to Beneficiary
<br />under any other agreement or instrument acknowledged by Trustor (whether existing
<br />now or in the future) which states that it is or such obligations are, secured by this Deed
<br />of Trust; (iv) all obligations of Trustor to Beneficiary under all modifications,
<br />supplements, amendments, renewals, or extensions of any of the foregoing, whether
<br />evidenced by new or additional documents; and (v) reimbursement of all amounts
<br />advanced by or on behalf of Beneficiary to protect Beneficiary's interests under this
<br />Deed of Trust or any other City Document. The Loan Agreement, the Note, the
<br />Affordable Housing Regulatory Agreement and Declaration of Restrictive Covenants
<br />dated as of the date hereof, executed by and between Trustor and Beneficiary and
<br />recorded substantially concurrently herewith, and this Deed of Trust, as any of the
<br />foregoing instruments may be modified, supplemented, amended, renewed, or
<br />extended, are herein after collectively referred to as the "City Documents."
<br />3. Assignment of Rents, Issues, and Profits. Trustor hereby irrevocably, absolutely,
<br />presently and unconditionally assigns to Beneficiary the Rents, royalties, issues, profits,
<br />revenue, income and proceeds of the Property. This is an absolute assignment and not
<br />an assignment for security only. Beneficiary hereby confers upon Trustor a license to
<br />collect and retain such Rents, royalties, issues, profits, revenue, income and proceeds
<br />as they become due and payable prior to any Event of Default hereunder. Upon the
<br />occurrence of any such Event of Default, Beneficiary may terminate such license
<br />without notice to or demand upon Trustor and without regard to the adequacy of any
<br />security for the indebtedness hereby secured, and may either in person, by agent, or by
<br />a receiver to be appointed by a court, enter upon and take possession of the Property or
<br />any part thereof, and sue for or otherwise collect such rents, issues, and profits,
<br />3
<br />OAK #4818-1017-3530 v2
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