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advanced by or on behalf of Beneficiary to protect Beneficiary's interests under this
<br /> Deed of Trust or any other City Document. The Ground Lease, the City
<br /> Construction/Permanent Loan Agreement, the City HOME Loan Agreement, the Note,
<br /> the City Construction/Permanent Note, the Affordable Housing Regulatory Agreement
<br /> and Declaration of Restrictive Covenants dated as of the date hereof, executed by and
<br /> between Trustor and Beneficiary and recorded substantially concurrently herewith, this
<br /> Deed of Trust, and the City Construction/Permanent 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 /> including those past due and unpaid, and apply the same, less costs and expenses of
<br /> operation and collection, including reasonable attorneys' fees, to any indebtedness
<br /> secured hereby, and in such order as Beneficiary may determine. Beneficiary's right to
<br /> the rents, royalties, issues, profits, revenue, income and proceeds of the Property does
<br /> not depend upon whether or not Beneficiary takes possession of the Property. The
<br /> entering upon and taking possession of the Property, the collection of such rents,
<br /> issues, and profits, and the application thereof as aforesaid, shall not cure or waive any
<br /> default or notice of default hereunder or invalidate any act done pursuant to such notice.
<br /> If an Event of Default occurs while Beneficiary is in possession of all or part of the
<br /> Property and/or is collecting and applying Rents as permitted under this Deed of Trust,
<br /> Beneficiary, Trustee and any receiver shall nevertheless be entitled to exercise and
<br /> invoke every right and remedy afforded any of them under this Deed of Trust and at law
<br /> or in equity, including the right to exercise the power of sale granted hereunder.
<br /> Regardless of whether or not Beneficiary, in person or by agent, takes actual
<br /> possession of the Land or the Improvements, Beneficiary shall not be deemed to be a
<br /> "mortgagee in possession," shall not be responsible for performing any obligation of
<br /> Trustor under any Lease, shall not be liable in any manner for the Property, or the use,
<br /> occupancy, enjoyment or operation of any part of it, and shall not be responsible for any
<br /> waste committed by Trustor, lessees or any third parties, or for dangerous or defective
<br /> condition of the Property or any negligence in the management, repair or control of the
<br /> Property. Absent Beneficiary's written consent, Trustor shall not accept prepayment of
<br /> Rents for any rental period exceeding one month.
<br /> 4. Security Agreement. Trustor intends this Deed of Trust to create a lien on the
<br /> Property, and an absolute assignment of the Rents and Leases, all in favor of
<br /> Beneficiary. To the extent that any Property may be or be determined to be personal
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