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manner then permitted by applicable law. In its discretion, Beneficiary may also or alternatively choose to dispose of
<br /> some or all of the Collateral in any combination consisting of both real and personal property,together in one sale to be
<br /> held in accordance with the law and procedures applicable to real property, if and as permitted in the State. Grantor
<br /> agrees that such a sale of personal property constitutes a commercially reasonable sale of the personal property. For
<br /> purposes of this power of sale, either a sale of real property alone, or a sale of both real and personal property
<br /> together,will sometimes be referred to as a"Trustee's Sale."
<br /> 7.2.7.3 Trustee's Sale Procedures. Before any Trustee's Sale,
<br /> Beneficiary or Trustee shall give and record such notice of default and election to sell as may then be required by law.
<br /> When all legally mandated time periods have elapsed, Trustee shall sell the property being sold at a public auction to
<br /> be held at the time and place specified in the notice of sale, and Beneficiary may impose such terms and conditions of
<br /> sale as are permitted or allowed by applicable law. From time to time in accordance with then applicable law, Trustee
<br /> may, and in any event at Beneficiary's request shall, continue any Trustee's Sale by public announcement at the time
<br /> and place scheduled for that sale, or may, in its discretion, give a new notice of sale. Also, Beneficiary may from time
<br /> to time discontinue or rescind any notice of default or notice of sale before any Trustee's Sale as provided above, by
<br /> executing and delivering to Trustee a written notice of such discontinuance or rescission. The exercise by Beneficiary
<br /> of such right of rescission shall not constitute a waiver of any breach or default then existing or subsequently occurring,
<br /> or impair the right of Beneficiary to execute and deliver to Trustee, as above provided, other declarations or notices of
<br /> default to satisfy the Secured Obligation, nor otherwise affect any provision, covenant, or condition of Development
<br /> Agreement or Amendment, or any of the rights, obligations, or remedies of Trustee or Beneficiary hereunder or
<br /> thereunder.
<br /> 7.2.7.4 Bidding at Trustee's Sale. At any Trustee's Sale, Trustee shall
<br /> sell to the highest bidder at public auction for cash in lawful money of the United States, unless other terms and
<br /> conditions of sale are prescribed by Beneficiary in accordance with and as permitted by applicable law. Any person,
<br /> including, without limitation, Grantor or Beneficiary, may purchase at such sale, and Grantor hereby covenants to
<br /> warrant and defend the title of such purchaser or purchasers. Trustee shall execute and deliver to the purchaser(s) at
<br /> such sale a deed or deeds conveying the property being sold without any covenant or warranty whatsoever, express or
<br /> implied. The recitals in any such deed of any matters or facts, including any facts bearing upon the regularity or validity
<br /> of any Trustee's Sale,shall be conclusive proof of their truthfulness.
<br /> 7.2.8 Single or Multiple Foreclosure Sales. If the Collateral consists of more than
<br /> one lot, parcel,or item of property, Beneficiary may: (i)designate the order in which the lots, parcels and/or items shall
<br /> be sold or disposed of or offered for sale or disposition; and (ii)elect to dispose of the lots, parcels and/or items
<br /> through a single consolidated sale or disposition to be held or made under the power of sale granted herein, or in
<br /> connection with judicial proceedings, or by virtue of a judgment and decree of foreclosure and sale; or through two or
<br /> more such sales or dispositions, each of which may be separately noticed if so elected by Beneficiary and permitted by
<br /> applicable law; or in any other manner Beneficiary may deem to be in its best interests(any such sale or disposition, a
<br /> "Foreclosure Sale"). If it chooses to have more than one Foreclosure Sale, Beneficiary at its option may cause the
<br /> Foreclosure Sales to be held simultaneously or successively, on the same day, or on such different days and at such
<br /> different times and places and in such order as it may deem to be in its best interests, all as may be permitted under
<br /> applicable law. No Foreclosure Sale shall terminate or affect the lien of this Deed of Trust on any part of the Collateral
<br /> that has not been sold until the Secured Obligation has been paid in full.
<br /> 7.2.9 Determination of Fair Value. To the extent applicable law requires that the
<br /> "fair market value"or"fair value"of the Project be determined as of the foreclosure date in order to enforce a deficiency
<br /> against Grantor or any other party liable for repayment of the Secured Obligation, the term "fair market value" or"fair
<br /> value"shall include those matters required by law and the additional factors set forth below:
<br /> 7.2.9.1 The Project shall be valued "as is" and "with all faults" and there
<br /> shall be no assumption of restoration or refurbishment of Improvements, if any, after the date of the foreclosure.
<br /> Everett Deed of Trust—Lot 1 Page 14
<br /> ND:19652.017 4822-1832-5829v1
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