HomeMy WebLinkAboutLakeview May 2006 AgreemtHOWARD R. FOLEY
MARK S. FREEMAN
JOSEPH W. BORTON
PAUL J. FITZER
JosxuA J. sEARs
FOLEY FREEMAN BORTON, PLLC
ATTORNEYS AND COUNSELORS AT LAW
P.O. BOX 10
77 EAST IDAHO
HERITAGE BLDG., SUITE 1.00
MERIDIAN, IDAHO $3642
May 12, 2006
VIA HAND DELIVERY
William L.M. Nary
Meridian City Attorney's Office
~EC~rvr~~
MAY 15 1006
City of Meridian
City Clerk Office
TELEPHONE: (208) 888-9111
FACSIMILE: (208) 888-5130
WEB SITE: www.foleyfreeman.cnm
Re: Agreement between City of Meridian, R.R. Davis Properties, Inc., Lakeview
Meridian Investors, LLC, and Idaho Independent Bank
Dear Bill:
Enclosed please find an original Agreement which is on the agenda for the May 16,
2006 City Council meeting.
Please don't hesitate to contact Mr. Freeman should you have any questions or
concerns.
Sincerely,
FOLEY~REEMAN BORTON, PLLC
aylor ~
sistant to Mark S. Freeman
Enclosure
AGREEMENT
THIS AGREEMENT is made as of the day of May, 2006, by and between
the City of Meridian, Idaho, a municipal corporation (hereinafter referred to as "City");
R.R. Davis Properties, Inc., an Idaho corporation, and Lakeview Meridian Investors,
LLC, an Idaho limited liability company (hereinafter collectively referred to as "Lessee");
and Idaho Independent Bank, a banking corporation organized and existing under the
laws of the State of Idaho (hereinafter referred to as "Bank").
RECITALS:
A. City and Lessee previously entered into an AMENDED LEASE AGREEMENT
FOR THE PROVISION OF GOLF COURSE OPERATIONS AT CITY OF
MERIDIAN'S MUNICIPAL GOLF COURSE dated May 17, 2005 (hereinafter
referred to as the "Lease").
B. Lessee has requested a loan and other financial accommodations from Bank to
which the Bank is willing to provide to Lessee upon certain conditions, which
conditions include the Lessee's grant of a security interest in Lessee's leasehold
interest in the Lease by the execution of a Leasehold Deed of Trust in the form
as attached hereto as Exhibit "A" which is incorporated by this reference
(hereinafter "Deed of Trust").
C. Lessee intends to use the funds received from Bank's loan to pay for
improvements upon the real property which is subject to the Lease.
D. Section 9, Paragraph F, of the Lease provides in part that "Lessee shall not,
without the prior written consent of the City assign, hypothecate, or mortgage this
Agreement, or sublease or sublicense any portion of the premises, which
consent shall not be unreasonably withheld".
E. City acknowledges that it will benefit from the improvements constructed or to be
constructed upon the City's real property subject to the Lease as a result of
Bank's loan to Lessee.
NOW THEREFORE, In consideration of the covenants and conditions set forth
herein, the parties agree as follows:
1. Incor oration of Recitals. The parties agree that the foregoing Recitals are
contractual and binding and are incorporated herein as if set forth in full.
AGREEMENT Page 1 of $
2. Consent to Lessee's Grant of Securit City hereby agrees and consents to
Lessee's grant of a security interest in Lessee's leasehold interest in the Lease to
Bank by way of Lessee's execution of the Deed of Trust as security for Bank's loan
to Lessee.
3. Cit to Provide Notice of Modification to Lease. During the entire term of the Deed
of Trust, City agrees that no modification of the Lease shall occur without City first
providing Bank, in writing, at least ninety (90) days prior to the effective date of such
modification, of City's intent to modify the Lease.
4. Cit to Provide Notice of Lessee's Default. In the event of any default by Lessee
under the terms of the Lease, City agrees to notify Bank of such default in writing at
lease thirty (30) days prior to City taking any action to enforce any of City's rights
under the Lease. During such above-described thirty-day notice period, Bank shall
have the option to cure the default or to take such other action as may be necessary
to protect the Bank's security interest in the Lease resulting from the Deed of Trust
or any other agreement between Bank and Lessee.
5. Purchase O tion to Cit in Event of Foreclosure. In the event Bank shall foreclose
Lessee's interest in the Lease pursuant to the terms of the Deed of Trust, Bank
agrees that City shall have the exclusive first right to purchase Bank's interest in the
Lease (including all other collateral pledged by Lessee as security for Bank's loan)
by tendering to Bank an amount equal to the total amount then owing to Bank by
Lessee, together with all costs, expenses, attorney's fees, and other fees of the
Bank. In the event City shall exercise its option as provided herein, the City shall
deliver the option price in cash or certified funds to Bank no later than 3:00 p.m.,
Mountain Standard time, at least ane (1) business day prior to the date of any
scheduled foreclosure sale. In the event Bank shall commence foreclosure under
the Deed of Trust, the Bank shall provide City with written notice the foreclosure and
the date thereof. City may file a request far a copy of a notice of default or notice of
sale, pursuant to Idaho Code § 45-1511, and the Bank shall provide City with the
necessary information concerning the recording of the Deed of Trust to enable City
to file such a request. In the event of a foreclosure by Bank, Bank shall also cause
City to receive notice in the manner provided far in Idaho Code § 45-1505 at the
address herein provided even in the event City shall fail to record a request far
notice.
G. Lessee's Use of Funds Received from Bank. Lessee represents to City that funds
received from any loan from Bank which is secured by the Deed of Trust will be used
exclusively to pay for the construction, renovation, repair or replacement of
improvements upon the real property which is subject to the Lease.
7. General Provisions.
AGREEMENT Page 2 of $
7.1 Litigation Between the_Parties. In the event of any litigation between the
parties concerning this Agreement, except for an agreed declaratory
judgment action sought to clarify the responsibility and/or authority of the
parties hereunder, the unsuccessful party in such litigation shall fully
reimburse the prevailing party for all reasonable costs and expenses,
including reasonable attorney's fees, incurred in such litigation.
7.2 Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Idaho.
7.3 Titles and Headings. Titles and headings to articles, sections, or paragraphs
of this Agreement are inserted for convenience of reference and are not
intended to affect the interpretation or construction of this Agreement.
7.4 Notices. Any notice under this Agreement shall be in writing and shall be
treated as duly delivered if the same is personally delivered to the other party
or deposited in the United States Mail, certified, return receipt requested,
postage prepaid, and properly addressed as follows:
CITY: City of Meridian
Attn: City Clerk
33 E. Idaho
Meridian, Idaho 83642
LESSEE: Lakeview Meridian Investors, LLC
R.R. Davis Properties, Inc.
4200 W. Talamore
Meridian, Idaho 83642
BANK: Idaho Independent Bank
113 E. Idaho
Meridian, Idaho 83642
7.5 Authorit of the Parties. Each party to this Agreement represents and
warrants that the execution, delivery, and performance of this Agreement has
been duly authorized by all necessary action of such party and is a valid and
binding obligation upon the persons or entity signing this Agreement.
7.6 No Assignment. No party may assign this agreement or any interest therein.
7.7 Representation. This Agreement was drafted by the attorney for Bank as
matter of convenience only and shall not be construed far or against any party
on that account.
7.8 Entire Agreement. This Agreement constitutes the entire agreement among
the parties to it and supersedes any prior understanding or agreement.
AGREEMENT Page 3 of 8
7.9 Execution in Counter arts. This Agreement may be executed in several
counterparts, each of which shall be deemed an original and all of which shall
constitute the same instrument.
7.10 Successors and Assi ns. This Agreement shall inure to the benefit of and
shall be binding upon the parties hereto and their respective successors and,
if permitted, assigns.
7.11 Recordation of A reement. City or Bank shall have the right to record this
Agreement or a memorandum thereof, provided they provide a copy of such
recording to the remaining parties.
IN WITNESS WHEREOF, the parties have executed this Agreement on the dates set
forth below.
CITY:
By:
CITY OF MERIDIAN
MAYOR TAMMY deWEERD
Dated:
Attest:
WILLIAM G. BERG, JR., City Clerk
LESSEE: R.R. DAVIS PROPERTIES, INC.
By:
Richard R. Davis, President
Dated:
AGREEMENT Page a of 8
LAKEVIEW MERIDIAN INVESTORS, LLC
By: OAAS LANEY, LLC, a Member
By:
T. Eric Oaas, Manager
Dated:
By: LANEYLAND, L.P., a Member
By:
Steven Laney, General Partner
Dated:
By: R.R. DAVIS PROPERTIES, INC., a Member
By:
Richard R. Davis, President
Dated:
BANK: IDAHO INDEPENDENT BANK
By:
GERALD W. MATTISON
Dated:
STATE OF IDAHO )
ss.
County of Ada )
On the day of May, 2006, before me, the undersigned, a Notary Public in
and for said State, personally appeared Tammy DeWeerd and William G. Berg, Jr.,
known ar identified to me to be the Mayor and Clerk, respectively, of the City of
Meridian, who executed the within and foregoing instrument on behalf of said City, and
acknowledged to me that such City executed the same.
AGREEMENT Page 5 of $
IN WITNESS WHEREOF, I have hereunto affixed my official seal the day and
year first above written.
Notary Public for Idaho
Residing at ,Idaho
My Commission Expires:
STATE OF IDAHO )
ss.
County of Ada )
On the day of May, 2000, before me, the undersigned, a Notary Public in
and for said State, personally appeared Richard R. Davis, known or identified to me to
be the President of R.R. Davis Properties, Inc., the person who executed the within and
foregoing instrument on behalf of said corporation, and acknowledged to me that such
corporation executed the same.
IN WITNESS WHEREOF, I have hereunto affixed my official seal the day and
year first above written.
Notary Public for Idaho
Residing at ,Idaho
My Commission Expires:
STATE OF IDAHO )
ss.
County of Ada )
On the day of May, 2006, before me, the undersigned, a Notary Public in
and for said State, personally appeared T. Eric Oaas, known or identified to me to be
the Manager of Oaas Laney, LLC, the person who executed the within and foregoing
instrument on behalf of said limited liability company, and acknowledged to me that
such limited liability company executed the same as a Member of Lakeview Meridian
Investors, LLC.
IN WITNESS WHEREOF, I have hereunto affixed my official seal the day and
year first above written.
Notary Public for Idaho
Residing at ,Idaho
My Commission Expires:
AGREEMENT Page 6 of 8
STATE OF IDAHO )
) 5S.
County of Ada )
On the day of May, 2006, before me, the undersigned, a Notary Public in
and for said State, personally appeared Steven Laney, known or identified to me to be
the General Partner of Laneyland, L.P., the person who executed the within and
foregoing instrument on behalf of said limited partnership, and acknowledged to me that
such limited partnership executed the same as a Member of Lakeview Meridian
Investors, LLC.
IN WITNESS WHEREOF, I have hereunto affixed my official seal the day and
year first above written.
Notary Public for Idaho
Residing at ,Idaho
My Commission Expires:
STATE OF IDAHO )
ss.
County of Ada )
On the day of May, 2006, before me, the undersigned, a Notary Public in
and for said State, personally appeared Richard R. Davis, known or identified to me to
be the President of R.R. Davis Properties, Inc., the person who executed the within and
foregoing instrument on behalf of said corporation, and acknowledged to me that such
corporation executed the same as a Member of Lakeview Meridian Investors, LLC.
IN WITNESS WHEREOF, I have hereunto affixed my official seal the day and
year first above written.
Notary Public for Idaho
Residing at ,Idaho
My Commission Expires:
STATE OF IDAHO )
ss.
County of Ada )
On the day of May, 2006, before me, the undersigned, a Notary Public in
and for said State, personally appeared Gerry W. Mattison, known or identified to me to
be the Vice President of Idaho Independent Bank, the person who executed the within
AGREEMENT Page 7 of 8
and foregoing instrument on behalf of said corporation, and acknowledged to me that
such corporation executed the same.
IN WITNESS WHEREOF, I have hereunto affixed my official seal the day and
year first above written.
Notary Public for Idaho
Residing at ,Idaho
My Commission Expires:
AGREEMENT Page 8 of 8
RECORDATION REQUESTED BY:
IDAHO INDEPENDENT BANK
MERIDIAN OFFICE
113 EAST IDAHO AVENUE
MERIDIAN, ID $3642
WHEN RECORDED MAIL T0:
IDAHO INDEPENDENT BANK
MERIDIAN OFFICE
113 EAST IDAHO AVENUE
MERIDIAN, ID 83642
SEND TAX NOTICES T0:
LAKEVIEW MERIDIAN INVESTORS, LLC
R.R. DAVIS PROPERTIES, INC.
4200 W. TALAMORE BLVD.
MERIDIAN ID 83642 SPACE ABOVE THIS LINE IS FOR RECORDER'S USE ONLY
LEAS]aHOLA
DEED OF TRUST
MAXIMUM LIEN. The lien of this Deed of Trust shall not exceed at any one time 5649,759.84.
THIS DEED DF TRUST is dated May 77, 2006, among LAKEVIEW MERIDIAN INVESTORS, LLC AND R.R. DAVIS
PROPERTIES, INC., whose address is 4200 W. TALAMORE BLVD., MERIDIAN, ID 83642 ("Grantor"); IDAHO
INDEPENDENT BANK, whose address is MERIDIAN OFFICE, 113 EAST IDAHO AVENUE, MERIDIAN, ID 83642
(referred to below sometimes as "Lender" and sometimes as "Beneficiary"1; and PIONEER TITLE COMPANY OF
ADA COUNTY, whose address is 8151 W. RIFLEMAN AVENUE, BOISE, ID 83704 (referred to below as
"Trustee"-.
CONVEYANCE AND GRANT. For valuable consideration, Grantor dose hereby irrevocably grant, bargain, sell and convey in trust, with power of
sale, to Trustee for the benefit of Lender ae Beneficiary, all of Grantor's right, title, and interest in, to and under the Lease described below of
the following described real property, together with all existing or subsequently erected or affixed buildings, improvements and fixtures; all
easements, rights of way, and appurtenances; all water, water rights and ditch rights (including stock in utilities with ditch or irrigation rights);
and all other rights, royalties, and profits relating to the real property, including without limitation any rights Grantor later acquires in the fee
simple title to the land, subject to the Lease, and all minerals, oil, gas, geothermal and similar matters, (the "Real Property 1 located in
ADA County, State of Idaho:
See EXHIBIT "A", which is attached to the Deed of Trust and made a part of this Deed of Trust as if fully set
forth herein.
THIS DEED OF TRUST INCLUDES ALL OF THE LESSEE'S INTEREST IN THAT PROPERTY DESCRIBED ABOVE
UNDER THE LEASE AGREEMENT ORIGINALLY DATED MAY 17, 2005 BETWEEN THE CITY OF MERIDIAN AS
LESSOR AND LAKEVIEW MERIDIAN INVESTORS, LLC AND R.R. DAVIS PROPERTIES, INC. AS LESSEES.
The Real Property or its address is commonly known as 4200 W. TALAMORE BLVD., MERIDIAN, ID 83642.
CROSS-COLLATERALIZATION. In addition to the Note, this Deed of Trust secures all obligations, debts and liabilities, plus interest thereon, of
Grantor to Lender, or any one or more of them, as well as all claims by Lender against Grantor or any one or more of them, whether now
existing or hereafter arising, whether related or unrelated to the purpose of the Note, whether voluntary or otherwise, whether due or not due,
direct or indirect, determined or undetermined, absolute or contingent, liquidated or unliquidated, whether Grantor may be liable individually or
jointly with others, whether obligated as guarantor, surety, accommodation party or otherwise, and whether recovery upon such amounts may
be or hereafter may become barred by any statute of limitations, and whether the obligation to repay such amounts may be or hereafter may
become otherwise unenforceable.
Grantor presently assigns to Lender (also known as Beneficiary in this Deed of Trust) all of Grantor's right, title, and interest in and to all present
and future leases of the Property and all Rents from the Property. In addition, Grantor grants to Lender a Uniform Commercial Code security
interest in the Personal Property and Rents.
THIS DEED OF TRUST, INCLUDING THE ASSIGNMENT OF RENTS AND THE SECURITY INTEREST IN THE RENTS AND PERSONAL PROPERTY,
IS GIVEN TO SECURE IA) PAYMENT OF THE INDEBTEDNESS AND (B) PERFQRMANCE OF ANY AND ALL OBLIGATIONS UNDER THE NOTE,
THE RELATED DOCUMENTS, AND THIS DEED OF TRUST. THIS PEED OF TRUST IS GIVEN AND ACCEPTED ON THE FOLLQWING TERMS:
PAYMENT AND PERFQRMANCE, Except as otherwise provided in this Deed of Trust, Grantor shall pay to Lender all amounts secured by this
Deed of Trust as they become due, and shall strictly and in a timely manner perform all of Grantor's obligations under the Note, this Deed of
Trust, and the Related Documents.
POSSESSION AND MAINTENANCE OF THE PROPERTY. Grantor agrees that Grantor's possession and use of the Property shall be governed by
the following provisions;
Possession and Uee. Until the occurrence of an Event of Default, Grantor may (1) remain in possession and control of the Property; (2)
use, operate or manage the Property; and (3) collect the Rants from the Property. The following provisions relate to the use of the
Property or to other limitations on the Property. THE REAL PROPERTY EITHER IS NOT MORE THAN FORTY (40) ACRES IN AREA OR 15
LOCATED WITHIN AN INCORPORATED CITY OR VILLAGE.
Duty to Maintain. Grantor shall maintain the Property in tenantable condition and promptly perform all repairs, replacements, and
maintenance necessary to preserve its value.
Compliance Wlth Environmental Laws. Grantor represents and warrants to Lender that: (1) During the period of Grantor's leasehold
interest in the Property, there has bean no use, generation, manufacture, storage, treatment, disposal, release or threatened release of any
Ws~s.a„„e C,.F.cr~n,+n h,, n„~ nnsnn nn unriar ahnut er from the Property: (21 Grantor has no knowledge of, ar reason to believe that
DEED OF TRUST
loan No: 5590258 (Continued) Page 3
hazard, business interruption, and boiler insurance, as Lender may reasonably require. Policies shall be written in form, amounts, coverages
and basis reasonably acceptable to Lender and issued by a company or companies reasonably acceptable to Lender. Grantor, upon request
of Lender, will deliver to Lender from time to time the policies or certificates of insurance in form satisfactory to Lender, including
stipulations that coverages will not ba cancelled or diminished without at least ten (10) days prior written notice to Lender, Each insurance
policy also shall include an endorsement providing that coverage in favor of Lender will not be impaired in any way by any act, omission or
default of Grantor or any other person. Should the Real Property be located in an area designated by the Director of the Federal Emergency
Management Agency as a special flood hazard area, Grantor agrees to obtain and maintain Federal Flood Insurance, if available, within 45
days after notice is given by Lender that the Property is located in a special flood hazard area, for the full unpaid principal balance of the
loan and any prior liens on the property securing the loan, up to the maximum policy limits set under the National Flood Insurance Program,
or as otherwise required by Lender, and to maintain such insurance for the term of the loan.
Application of Proceeds. Grantor shalt promptly notify Lender of any loss or damage to the Property. Lender may make proof of loss if
Grantor fails to do so within fifteen (15) days of the casualty. Whether or not Lender's security is impaired, Lender may, at Lender's
election, receive and retain the proceeds of any insurance and apply the proceeds to the reduction of the Indebtedness, payment of any lien
affecting the Property, or the restoration and repair of the Property. If Lender elects to apply the proceeds to restoration and repair, Grantor
shall repair or replace the damaged or destroyed Improvements in a manner satisfactory to Lender. Lender shall, upon satisfactory proof of
such expenditure, pay or reimburse Grantor from the proceeds far the reasonable cost of repair or restoration if Grantor is not in default
under this Deed of Trust. Any proceeds which have not been disbursed within 180 days after their receipt.and which Lender has not
committed to the repair or restoration of the Property shall be used first to pay any amount owing to Lender under this Deed of Trust, then
to pay accrued interest, and the remainder, if any, shall be applied to the principal balance of the Indebtedness. If Lender holds any
proceeds after payment in full of the Indebtedness, such proceeds shall be paid to Grantor as Grantor's interests may appear.
Grantor's Report on Insurance. Upon request of Lender, however not more than once a year, Grantor shall furnish to Lender a report on
each existing policy of insurance showing: (1) the name of the insurer; (2) the risks insured; (3) the amount of the policy; (A) the
property insured, the then current replacement value of such property, and the manner of determining that value; and (5) the expiration
date of the policy. Grantor shall, upon request of Lender, have an independent appraiser satisfactory to Lender determine the cash value
replacement cost of the Property.
LENDER'S EXPENDITURES. If any action or proceeding is commenced that would materially affect Lender's interest in the Property or if Grantor
fails to comply with any provision of this Deed of Trust or any Related Documents, including but not limited to Grantor's failure to discharge or
pay when due any amounts Grantor is required to discharge or pay under this Dead of Trust or any Related Documents, Lender on Grantor's
behalf may (but shall not be obligated to) take any action that Lender deems appropriate, including but not limited to discharging or paying all
taxes, liens, security interests, encumbrances and other claims, at any time levied or placed on the Property and paying all costs for insuring,
maintaining and preserving the Property. All such expenditures incurred or paid by Lender for such purposes will then bear interest at the rate
charged under the Note from the date incurred or paid by Lender to the date of repayment by Grantor. All such expenses will become a part of
the Indebtedness and, at Lender's option, will (A) 6e payable on demand; (8) be added to the balance of the Note and be apportioned among
and 6e payable with any installment payments to become duo during either (1) the term of any applicable insurance policy; or (2) the
remaining term of the Note; or (C) be treated as a balloon payment which will be due and payable at the Note's maturity. The Deed of Trust
also will secure payment of these amounts. Such right shall be in addition to all other rights and remedies to which Lender may be entitled upon
Default.
WARRANTY; DEFENSE OF TITLE. The following provisions relating to ownership of the Property are a part of this Deed of Trust:
Title. Grantor warrants that: (a) Grantor holds good and marketable title of record to the leasehold interest in the Property pursuant to the
Lease, free and clear of all liens and encumbrances other than those set forth in the Real Property description or in any title insurance
policy, title report, or final title opinion issued in favor of, and accepted 6y, Lender in connection with this Deed of Trust, and (b) Grantor
has the full right, power, and authority to execute and deliver this Deed of Trust to Lander.
Defense of Title. Subject to the exception in the paragraph above, Grantor warrants and will forever defend the title to the Property against
the lawful claims of all persons. In the event any action or proceeding is commenced that questions Grantor's title or the interest of
Trustee or Lender under this Deed of Trust, Grantor shall defend the action at Grantor's expense. Grantor may be the nominal party in
such proceeding, but Lender shall be entitled to participate in the proceeding and to be represented in the proceeding by counsel of
Lender's own choice, and Grantor will deliver, or cause to be delivered, to Lender such instruments as Lender may request from time to
time to permit such participation.
Gvmpliance With Laws. Grantor warrants that the Property and Grantor's use of the Property complies with all existing applicable laws,
ordinances, and regulations of governmental authorities.
Survival of Representations and Warranties. All representations, warranties, and agreements made by Grantor in this Deed of Trust shall
survive the execution and delivery of this Deed of Trust, shall be continuing in nature, and shall remain in full force and effect until such
time as Grantor's Indebtedness shall be paid in full.
GONDEMNATION. The following provisions relating to condemnation proceedings are a part of this Deed of Trust:
Proceedings. If any proceeding in condemnation is filed, Grantor shall promptly notify Lender in writing, and Grantor shall promptly take
such steps as may be necessary to defend the action and obtain the award. Grantor may be the nominal party in such proceeding, but
Lender shall be entitled to participate in the proceeding and to be represented in the proceeding by counsel of its own choice, and Grantor
will deliver or cause to be delivered to Lender such instruments and documentation as may be requested by Lender from time to time to
permit such participation.
Application of Net Proceeds. If all or any part of the Property is condemned by eminent domain proceedings or by any proceeding or
purchase in lieu of condemnation, Lender may at its election require that all or any portion of the net proceeds of the award be applied to
the Indebtedness or the repair or restoration of the Property. The net proceeds of the award shall mean the award after payment of all
reasonable costs, expenses, and attorneys' fees incurred 6y Trustee or Lender in connection with the condemnation.
IMPOSITION OF TAXES, FEES AND CHARGES BY GOVERNMENTAL AUTHORITIES. The following provisions relating to governmental taxes,
fees and charges are a part of this Deed of Trust:
Current Taxes, Fees and Charges. Upon request by Lender, Grantor shall execute such documents in addition to this Deed of Trust and
take whatever other action is requested by Lender to perfect and continue Lender's lien on the Real Property. Grantor shall reimburse
Lender for all taxes, as described below, together with all expenses incurred in recording, perfecting or continuing this Deed of Trust,
including without limitation all taxes, fees, documentary stamps, and other charges for recording or registering this Deed of Trust.
Taxes. The following shall constitute taxes to which this section applies: (1) a specific tax upon this type of peed of Trust or upon all or
any part of the Indebtedness secured 6y this peed of Trust; (2) a specific tax on Grantor which Grantor is authorized or required to
deduct from payments on the Indebtedness secured by this type of Deed of Trust;_Y(3) a tax on this type of Deed of Trust chargeable
... _ _s .we i.,aahrer~no~c nr nn navments of orincioal
DEED OF TRUST
Loan No: 5590258 (Continued)
Page 5
Lender. If the Rents are collected by Lender, then Grantor irrevocably designates Lender as Grantor's attorney-in-fact to endorse
instruments received in payment thereof in the name of Grantor and to negotiate the same and collect the proceeds, Payments by tenants
or other users to Lender in response to Lender's demand shall satisfy the obligations for which the payments are made, whether or not any
proper grounds for the demand existed. Lender may exercise its rights under this subparagraph either in person, by agent, or through a
receiver.
Appoint Receiver. Lender shall have the right to have a receiver appointed to take possession of all or any part of the Property, with the
power to protect and preserve the Property, to operate the Property preceding foreclosure or sale, and to collect the Rents from the
Property and apply the proceeds, over and above the cost of the receivership, against the Indebtedness. The receiver may serve without
bond if permitted by law. Lender's right to the appointment of a receiver shall exist whether or not the apparent value of the Property
exceeds the Indebtedness 6y a substantial amount. Employment by Lender shall not disqualify a parson from serving as a receiver.
Tenancy at Sufferance. If Grantor remains in possession of the Property after the property is sold as provided above or Lender otherwise
becomes entitled to possession of the Property upon default of Grantor, Grantor shall become a tenant at sufferance of Lender or the
purchaser of the Property and shall, at Lender's option, either (1) pay a reasonable rental for the use of the Property, or (7) vacate the
Property immediately upon the demand of Lender.
Other Remedies, Trustee or Lender shall have any other right or remedy provided in this Deed of Trust or the Note or 6y law.
Notice of Sale. Lender shall give Grantor reasonable notice of the time and place of any public sale of the Personal Property or of the time
after which any private sale or other intended disposition of the Personal Property is to be made. Reasonable notice shall mean notice
given at least ten (10) days before the time of the sale or disposition. Any sale of the Personal Property may be made in conjunction with
any sale of the Real Property.
Sale of the Property. To the extent permitted by applicable law, Grantor hereby waives any and all rights to have the Property marshalled.
In exercising its rights and remedies, the Trustee or Lender shall be free to sell all or any part of the Property together or separately, in one
sale or by separate sales. Lender shall be entitled to bid at any public sale on all or any portion of the Property. Notice of sale having been
given as then required by law, and not less than the time required 6y law having elapsed, Trustee, without demand on Grantor, shall sell
the property at the time and place fixed by it in the notice of sale at public auction to the highest bidder for cash in lawful money of the
United States, payable at time of sale. Trustee shall deliver to the purchaser his or her deed conveying the Property so sold, but without
any covenant or warranty express or implied. The recitals in such deed of any matters or facts shall be conclusive proof of the truthfulness
of such matters or facts. After deducting all costs, fees and expenses of Trustee and of this Trust, including cost of evidence of title and
reasonable attorneys' fees, including those in aonnaction with the sale, Trustee shall apply proceeds of sale to payment of (a) all sums
expended under this Deed of Trust, not then repaid with interest thereon as provided in this Deed of Trust; (b) all Indebtedness secured
hereby; and (c) the remainder, if any, to the person or persons legally entitled thereto.
Attorneys' Fees; Expenses. If Lender institutes any suit or action to enforce any of the terms of this Deed of Trust, Lender shall be entitled
to recover such sum as the court may adjudge reasonable as attorneys' fees at trial and upon any appeal. Whether or not any court action
is involved, and to the extent not prohibited by law, all reasonable expenses Lender incurs that in Lender's opinion are necessary at any
time for the protection of its interest or the enforcement of its rights shall become a part of the Indebtedness payable on demand and shall
bear interest at the Note rate from the date of the expenditure until repaid. Expenses covered by this paragraph include, without limitation,
however subject to any limits under applicable law, Lender's reasonable attorneys' fees and Lender's legal expenses whether or not there is
a lawsuit, including reasonable attorneys' fees and expenses for bankruptcy proceedings (including efforts to modify or vacate any
automatic stay or injunction), appeals, and any anticipated post-judgment collection services, the cost of searching records, obtaining title
reports (including foreclosure reports, surveyors' reports, and appraisal fees, title insurance, and fees for the Trustee, to the extent
permitted 6y applicable law. Grantor also will pay any court costs, in addition to all other sums provided by law.
Rights of Trustee. Trustee shall have all of the rights and duties of Lender as set forth in this section.
POWERS AND OBLIGATIONS OF TRUSTEE. The following provisions relating to the powers and obligations of Trustee are part of this Deed of
Trust:
Powers of Trustee. In addition to all powers of Trustee arising as a matter of law, Trustee shall have the power to take the following
actions with respect to the Property upon the written request of Lender and Grantor: (a) join in preparing and filing a map or plat of the
Real Property, including the dedication of streets or other rights to the public; (b) join in granting any easement or creating any restriction
on the Real Property; and (c) join in any subordination or other agreement affecting this Daed of Trust or the interest of Lender under this
peed of Trust.
Obligations to Notify. Trustee shall not be obligated to notify any other party of a pending sale under any other trust deed or lien, or of any
action or proceeding in which Grantor, Lender, or Trustee shall be a party, unless the action or proceeding is brought by Trustee.
Trustee. Trustee shall meet all qualifications required for Trustee under applicable law. In addition to the rights and remedies set forth
above, with respect to all or any part of the Property, the Trustee shall have the right to foreclose by notice and sale, and Lender shall have
the right to foreclose by judicial foreclosure, in either case in accordance with and to the full extent provided by applicable law.
Successor Trustee. Lender, at Lender's option, may from time to time appoint a successor Trustee to any Trustee appointed under this
peed of Trust by an instrument executed and acknowledged by Lander and recorded in the office of the recorder of ADA County, State of
Idaho. The instrument shall contain, in addition to all other matters required by state law, the names of the original Lender, Trustee, and
Grantor, the book and page where this Daed of Trust is recorded, and the name and address of the successor trustee, and the instrument
shall be executed and acknowledged by Lender or its successors in interest. The successor trustee, without conveyance of the Property,
shall succeed to all the title, power, and duties conferred upon the Trustee in this Deed of Trust and by applicable law. This procedure for
substitution of Trustee shall govern to the exclusion of all other provisions for substitution.
NOTICES. Any notice required to be given under this Dsed of Trust, including without limitation any notice of default and any notice of sale
shall be given in writing, and shall be effective when actually delivered, when actually received by telefacsimile (unless otherwise required by
law), when deposited with a nationally recognized overnight courier, or, if mailed, when deposited in the United States mail, as first class,
certified or registered mail postage prepaid, directed to the addresses shown near the beginning of this Deed of Trust. All copies of notices of
foreclosure from the holder of any lien which has priority over this Deed of Trust shall be sent to Lender's address, as shown near the beginning
of this Deed of Trust. Any party may change its address for notices under this Deed of Trust by giving formal written notice to the other
parties, specifying that the purpose of the notice is to change the party's address, For notice purposes, Grantor agrees to keep Lender informed
at all times of Grantor's current address. Unless otherwise provided or required by law, if there is more than one Grantor, any notice given by
Lender to any Grantor is deemed to be notice given to all Grantors.
EXHIBIT "A". An exhibit, titled "EXHIBIT "A"," is attached to this Deed of Trust and by this reference is made a part of this Deed of Trust just
as if all the provisions, terms and conditions of the Exhibit had been fully set forth in this Deed of Trust.
DEED OF TRUST
Loan No: 5590258 (Continued)
Page 7
EACH C3RANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS DEED OF TRUST, AND EACH GRANTOR At3REES TO ITS
TERMS.
GRANTOR:
LAKEVIEW MERIDIAN INVESTORS, LLG
OAAS LANEY, LLC, Member of LAKEVIEW MERIDIAN INVESTORS, LLC
WHITEROCK INVESTMENTS, LLC, Member of OAAS LANEY, LLC
By:
T. ERIK OAAS, Manager of WHITEROCK
INVESTMENTS, LLC
LANEYLAND L.P., Member of OAAS LANEY, LLC
By:
STEVEN LANEY, General Partner of LANEYLAND
L.P.
R.R. DAVIS PROPERTIES, INC., Member of LAKEVIEW MERIDIAN INVESTORS, LLC
By:
RICHARD R. DAVIS, President of R.R. DAVIS
PROPERTIES, INC.
R.R. DAVIS PROPERTIES, INC.
By:
RICHARD R. DAVIS, President of R.R. DAVIS
PROPERTIES, INC.
LIMITED LIABILITY COMPANY ACKNOWLEDGMENT
STATE OF
1 SS
COUNTY OF
On this day of , in the year 20 ,before me
a notary public in and for the State of Idaho, personally appeared T. ERIK OAAS, Manager of
WHITEROCK INVESTMENTS, LLC and STEVEN LANEY, General Partner of LANEYLAND L.P. and RIGHARD R. DAVIS, President of R.R. DAVIS
PROPERTIES, INC., known or identified to me (or proved to ma on the oath of ), to be members or
designated agents in the limited liability company of LAKEVIEW MERIDIAN INVESTORS, LLC, and the members or designated agents who
subscribed said limited liability company name to the foregoing instrument, and acknowledged to ma that they executed the same in said limited
liability company name.
Notary Public for Idaho
Residing at
My commission expires
CORPORATE ACKNOWLEDGMENT
STATE OF ~
55
EXHIBIT "A"
This EXHIBIT "A" Is attached to and by thle reierencs is made apart of the Deed of Trust, dated May 2, 2006, and executed In connection with
a loan or other financial accommodations between IDAHO INDEPENDENT BANK and LAKEVIEW MERIDIAN INVESTORS, LLC.
rnncEL z
A PARCEL DF LANG BEING A PORTION OF tHE WESF•IaALF, SECTION 3, 'I'OwN511iP 3
NOnTII, RAPIGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IDAIlO AND MORE
PARTICULARLY DESCRIBED A5 FOLLOWS:
B1:GINPIING AT A ORASS CAP MARKING TILE: SOU'FIIEAST CORNER DF TILE NOnTFIEAST
DUARTER OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN,
MERIDIAN, ADA COUNTY, ID~HD; tHENCE
ALONG TIME SOUTHERLY BOUNDARY OF SAID NDRTFIEAST QUARTER OF SECTION 3, NORTH
88 DEGREES 55'29" WEST 2643.29 FEET TO A BRASS CAP MARKING TILE SOUTIiWEST
CORNER OF TILE NORTHEAST OUARTERI 711ENCE
LEAVING SAID 50U711ERLY BOUNDARY NORTH 75 DEGREES 30'00' WEST 190.00 FEET TO
A 2' IRON PIPE; ThIENCE
NDRTH 40 DEGREES DO'00" WEST 40.00 FEET TO AN IRON PIN; THENCE
SOUTH 75 DEGREES 59'31' WEST 70.00 FEET TO AN IRON P[N; THENCE
SOUTH 25 DEGREES DO'00" WEST 64.19 FEET TO AN IRDN PIN; TIIEPICE
IJOnTII 89 DEGREES 25'06' WEST 254.51 FEET TD A PO1NT, SAID POINT ALSO BEING
1'IIE: HEAL POINT OF BEGINNING; THENCE CONTINUING
NURTFI 89 DEGREES 25'06` EST 100.01 FEET TO A POINT; THENCE
SUU1'II OD DEGREES 30' 1 I' WEST 407.97_ FEET TO A PO[N'F; 1IIFNI:E
SOUiII IiD DEGITEES 54' 11', EAST 27G.41i FEET '10 A PULNI' MAIIKIM(1 A PUINf Ur
CURVE; THENCE
ALONG A CARVE TO TILE RlGH'F 59.46 FEET, SAID CURVE •IIAVING A CENiML ANGLE OF
34 DEGREES 04'10", A RAUIUS OF 100.00 FEET, TANGENTS OF 30.64 FEET AND A
LDNG CFIDRU OF 58.59 FEET BEARING SDUTW 51 DEGREES 52'06" EAST TO A POINT
MARKING A POINT OF TANGENTS; THENCE
SDUTII 34 DEGREES 50'01' EAST 292.99 FEET TO A POINT; T'11ENCE
SDUTII B9 DEGREES 48'41" EAST 147.34 FEET TD A POINT; 7FIENCE
NDRTH J5 UEGREES 00'00" WEST 109.03 FEEL TO A PDiN7; TIiENCE
NURTFI 51 DEGREES 45'00' WE57 580.00 FEET TO A POINT; THENCE
NORTH 00 DEGREE 29'44' EAST 335.18 FEET TO THE POINT OF BEGINNING.
PARCEL II
A PARCEL OF LAND LYING IN PORTIONS OF THE 50UiH HALF OF tIIE NDRTH ITALF AND
TILE NURTFI HALF OF TILE SDUTH HALF OF SECTION 3, TOWNSHIP 3 PIORTII, RANGE 1
WEST, BOISE MERIDIAN, MERIDIAN, ADA COUNTY, 1DAI10 AND MORE PARTICULARLY
DESCRIBED A5 FOLLOWS:
BEGINNING AT A POINT MARKING THE NORTIIYlEST CORNER OF 1'I1E SAID MOnTII IInLF DF
THE 50UTIT HALF OF SECTION 3; TFIENCE
SOUTH 89 DEGREES 25'06' EA57 2,071.73 FEET ALONG TFIE NOnTHERLY BOUNDARY OF
TILE SAID NORTH HALF OF THE SOUTH HALF OF SECTIDPI 3 TO A POINT, AL50 SAID
POINT BEING TWE HEAL POINT OF BEGINNING; THENCE
SDUTH D DEGREE 29'44" WEST 335.18 FEET TO A POINT; THENCE
SOUTFI 51 DEGnEES 45'00" EAST 580.00 FEET TO A POINT; THENCE
SOU1'Il 35 DEGnEES 00'00' EAST 285.33 FEET TO A POINT; THENCE
SDUTII 22 DEGnEES 15'00" WEST 60.05 FEET TD A POINT; 71IEFICE
SOUTH 43 DEGREES 58'10' EAST 238.75 FEET i0 A POINT; THENCE
50U'ilI 29 DEGREES 00'00' EnST 110.00 FEET TO A PDINT; THENCE
MURT'II GI DEGREES UD'OU" EAST 81,19 FEET 70 A PDINT OF CURVE; THENCE
NORTFIEAS'IERIY ALONG A CURVE TO TILE LEFT 147.14 FEET, SAID CURVE HAVING A
CENTRAL n11GLE OF 48 DEGREES 10'28", A RADIUS OF 175.00 FEET, TANGENTS DF
70.23 FEET ANp A LONG CHORD OF 142.84 FEET BEARING NOnTII 3G UEGREES 54'46'
EAST TO A PO[NT OF ENDING OF CURVE; THENCE
NOR TN 56 DEGREES 30'00' WEST 151.38 FEET TO A POIFIT; THENCE
NORTH 41 DEGREES 30'00" WEST 203.92 FEET Tp A POINT; THENCE
NORTH 17 DEGREES 15'00" WEST 94.14 FEEt TO A POINT; THENCE
NDR11i 22 DEGREES 15'00' EASt 147.p0 FEET TO A POINT; THENCE
NORTH 65 DEGREES 50'00' EAST 45.00 FEET TO A POINT; THENCE
SDUTII 87 DEGREES 20'00' BAST 78.40 FEET TD A POINT; TI~ENCE
5UUT11 68 DEGREES 00'00" EAST 61.48 FEET TO A PDINT; THENCE
SDUTII 71 DEGREES 33'25" EAST 88.05 FEET 70 A POINT; THENCE
SDUTII 6U DEGnEES UD'DO" EAST 108.33 FEET TD A POINT OF BEGINNING OF CURVE;
TbIENCE
NOnI'lIEASTERLY ALONG A CURVE TO THE RIGHT 139.32 FEET, SAID CURVE IIAVING A
CEFITRAL ANGLE OF 25 DEGREES 35'I9", A RADIUS OF 311.95 FEET, TANGENTS OF
70.84 FEET AND ALONC C110RU OF 138.IG FEET BEARING NORI'FI 56 DEOnEES 12'20"
EAST TO A POINT OF TANGENT; THENCE
IJORTII 69 bEGREES OD'DO" EAST 115.08 FEET TD A POINT OF CURVE; THENCE
NUIITHEA51'ERLY ALONG A CURVE TO THE LEFT 125.75 FEET, SAID CURVE HAVING A
CENTRAL ANGLE DF 24 DEGREES 25'22', A RADIUS OF 295.00 FEET, TANGENTS DF
63.04 FEET AND A LONG CHORD OF 124,80 FEET BEARING NORTFI 56 DEGREES 47'19"
• - _ EXHIBIT "A"
Loan No: 559D258 (Continued)
PARCEL IV-A
A PORTION Of SUUTIIWES'f dUAR7ER Of TIIE NOnTI1WE5T OUAR'fER OF SECTION 3,
TOWN511I1' 3 NORTFI, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, ADA COUFITY,
IDAHO, MORE PARTICULARLY DESCRIBED A$ FOLLOWS:' •
COMMENCING AT THE CORNER COMMON TO SECTi0N5 4, 9, Iq AND THE SAID SECTION
3; TIIENGE
NORTH 0 DEGREE 36'11' EAST, 2651.19 FEET 70 THE QUARTER CORNER COMMON 70'
SA1p SECTION 3 AND 4 A5 SAME WAS REESTABLISHED BY L5 972 (rr a F IN57RUMENT
N0. 7tl521A6, RECORDS OF 'ADA COUNTY, 1DAF10); FROM WFIICFI THE NORTIWEST
CORNER Of SAID SECTION 3 BEARS NORTH 0 DEGREE 38'27" EAST, 2697.48 FEET;
THENCE
NORTH 0 DEGREE 38'27" EAST 22.64 FEET TO A 510' IRON PiFI; TIIENGE
SOU'fll 68 DEGREES 5S'31'.EAST, 379.53 FEET TD THE REAL POINT OF BEGINNING;
THENCE
NORTH 5 DEGREE 39'31' EAST, 290.28 FEET TO'A PO1F1T; TIIENGE
46.45 FEEL ALONG TFIE ARC OF A NON•TANGENT CURVE TO TIIE, RIGIiT, HAVING A
RADIUS OF 250.00 FEET, A CENTRAL ANGLE OF 10 DEGREES 38'46', AND A LUNG
CHORD DEARING 50UtH 49 DEGREES 22'43' EASt, 46.39 FEET TO A POINT; TFIENCE
SOUTH 4.1 DEGREES 03'20' EAST, 138.41 FEET TO A POINT; T'IIENCE
SOUTH p DEGREES 1!1'10" EAST, 165.80•FEET TO A POINT; T'IIENCE
NUllfll 88 DEGREES 55'31' WEST, I82.G5 FEET TU 'FIIE PDINT OF BEGINNING.
PARCEL IV•B '
A PORTION OF GOVERNMENt LOT 4 AND TIIE SOUTFIWEST QUARTER OF TFIE NORTHWEST
dUM TER OF SECTION 3, TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN,
MERIDIAN. ADA COUNTY, IDAHp MORE PARTICULARLY DESCRIBED n5 FOLLOWS:
COMMENCING nT THE CORNER COMMON TO SEG'fI0N5 4, 9, 10 AND TIIE SAID SECTION
3; THENCE
NORTH 0 DEGREE 38'11' EAST, 2651.19 FEET TO THE DUARTER CORNER COMMON TO
SAID SECTION 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 (CP b F INStRUMENT
N0. 7852146, RECORDS OF AOA COUNTY, IDAI10); FROM WFIICII TFIE NORTHWEST
CORNER OF SAID SECTION 3 BEARS NORTFI 0 DEGREE 38'27' EAST, 2697.49 FEET;
THENCE
NORTH 0 DEGREE 38'27' EAST 22.64 FEET TO A 5/8' IRON PIN; THENCE
50UT11 08 DEGREES 55'31" EAST, 834.71 FEET 70•A PO1N'f; THENCE
NORTH 1 DEGREE 04'29' EAST, 77.45 FEET TO THE REAL POINT OF BEGINNING;.
TIIENGE
199.91 FEET ALONG THE ARC OF CURVE TO THE RIGIiT HAVING A RAUIUS OF 7.70.00
FEET, A CENTRAL ANGLE OF 42 DEGREES 17'41" AND A LONG CI10RD BEARING NORTFI
65 UEGREE5 12'11' WEST, 194.81 FEET TO A POINT; TIIEFICE
NORTH 44 DEGREES 03"20" WEST, 198.06 FEET 70 A POINT; THENCE
NORTH 37 DEGREE 38'05' EAST, 125.90 FEET TO A POIF17; THENCE
NORTIi 4 DEGREES 28'20' WE5T, 178.94 FEET TO A POINT; THENCE
NORr11 49 DEGREES 13'43' WEST, 619.18 FEEt TO A POINT; TIIENGE
NURTFI 09 DEGREES 21'33" WE5T, 39.72 FEET TO A POINT; 'iIiENCE
NORTH 0 DEGREE 38'27' EAST, 178.61 FEET TD A POINT; TIIENGE
SOUTH tl9 DEGREES 21'33' EAST, 104.94 FEEL TO A POINT; TFIENCE
NUR'TII 26 bEGREES 46'55' EAST, 463.73 FEET TO A PO[NT; .tHENCE
NOnrlt 13 DEGREES 05'00' EAST, 186.18 FEET TO A POINT; THENCE
SUU1'H 89 DEGREES 23'04' EAST, 221.37 FEET TO A PUlNT; THENCE
SOUTH 0 UEGREE 36'56' WEST, 30.00 FEET TO A POINT; TFIENCE
NORTH 89 UEGREE5 23'04" WEST, 114.43 FEET TD A POINT; THENCE
SUUT'Il tU DEGREES 38'11' WEST, 162.48 FEET TO A POIIJT; TIIENGE
5UU1ll 5 DEGRCES 36'09' EAST, 1G0.95 FEET TO A POINT; THENCE
SOUTH 4tl DEGREES 58'55' WEST, 66.41 FEET TD A PDINT; TIIENGE
SOUTH 10 UEGREE5 49'04' WE5T, 123.62 fEEt TO A POINT; THENCE
SOUTH 12 UEGREES 00'DO" EAST, 85.00 FEET TO A pD1NT; THENCE
5UUT11 53 UEGREES 26'21" EAST, 142.60 FEET TO A POIFIT; THENCE
SUl1Tll B DEGREES 5I'51" WEST, 151.05 FEET TO A POIFIT; TIIENGE
SOU'TII 41 DEGREES 14'14' EAST, 171.06 FEET TO A POINT; THENCE
SOUTH 89 DEGREES 12'26" EAST, 122.33 FEET TO A POINT; THENCE
SUU1'Il 43 DEGREES 03'05" EAST, Gq.pO FEET TO A POINT; THENCE
SOUTFI 0 UEGREE 36'15" WEST, 671.50 FEET TO THE PDINT OF BEGINNING.
PMCEL IV-C
A PORTION OF THE NDRTIIWEST QUARTER OF SECTION 3, TUWN5ITIP 3 NORTH, RANGE 1
WEST, BD[SE MERIDIAN, MERIDIAN, ADA COUNTY, IOAI10, MORE rnnTICULnnLY
DE5CR18ED AS FOLLOWS: COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 9, 10
AFIU TIIE 5AlU SECTION 3; THENCE
NORTH O DEGREE 36'11' EAST, 2651,19 FEET TO THE QUARTER CORNER COMMON t0
SAID 5ECtI0NS 3 ANO 4 A5 SAME WA5 REESTABLISHED BY L5 972 (CP 8 F
Page 3
EXHIBIT "A"
Loan No: 5590258 (Continued) Page 5
`PARCEL V
Lots 1 and 52 in Block S, and Lot 11 is Block 9 of Cherry Lana Village No. 1 Subdivision, according to the plat thereof
filed in Book 44 of Plats at Pages 3537 thru 3538, records of Ada County, Idaho.
PARCEL VI
Lots 12 and 21 in Block 9 and Lot 4 in Block 11 and Lot 53 in Block S of Cherry Lane Village No. 2 Subdivision,
according to the plat thereof 5.1x1 in Book 46 of Plats at Pages 3791 and 3792, records of Ada County, Idaho.
PARCEL VII
Lot 83 in Block 5 and Lot 14, in Block 13 Ghary Lane Village No, 3 Subdivision according to the official plat therwf filed
in. Book.58 of Plats at.Pages 5473 thtu 5475, rxords of Ada County, Idaho.
PARCEL VIII
Lot 28. in Block 11 and Lot 39 in Block 13 Cherry Lane Village No. 4 Subdivision according to the official plat thereof
IIlcd in Book 63 of Plats at Pages 6376 and 6377, records of Ada County, Idaho.
PARCEL IX
Lot 9 in Block 1 of Record Of Survry No, 802 of adjusted lot lines for Lats 8, 9 and 10, in Block 1 of The Labe at Cherry
Lane, according to the plat thereof. filed in Book 52 of Plats at Pages 4569 and 4570, records of Ada County, Idaho.
EXCEPT that portion lying within the original Let 8.
PARCEL X
Lot 5 in Block 1 and Lot 13 in Block 2, The Lake at Cherry Lane No. 2, according to the plat thereof, filed in Book 54 of
Plats at Pages 4882 and 4883, records of Ada County, Idaho.
PARCEL XL
Lot 24 in Block 2 of The Lake at Cherry Lane No. 3 Subdivision according to the official plat thereof filed in Book 70 of
Plats at Pages 7167 and 7168, records of Ada County, Idaho.
PARCEL XII
Lot 19 in Block 1 and Lot 46 in Block 2 of The Lake at Cherry Lane No. 4 Subdivision, according to the official plat
thereof, filed in Book 74 of Plats at Page 7674 and 7675, records of Ada Gounty, Idaho.
EXHIBIT "A"
Loan No: 5590258 ~ (Continued) Page 6
TWIS EXHIBIT "A" IS EXECUTED ON MAY 17, 2006.
GRANTOR:
LAKEVIEW MERIDIAN INVESTORS, LLC
OAAS LANEY, LLC, Member of LAKEVIEW MERIDIAN INVESTORS, LLC
WHITEROCK INVESTMENT5, LLC, Member of OAAS LANEY, LLC
sy:
T. ERIK OAAS, Manager of WHITEROGK
INVESTMENTS, LLC
LANEYLAND L.P., Member of OAAS LANEY, LLC
sy:
STEVEN LANEY, General Partner of LANEYLAND
L.P.
R.R. DAVIS PROPERTIES, INC., Member of LAKEVIEW MERIDIAN INVESTORS, LLC
sy:
RICHARD R. DAVIS, President of R.R. DAVIS
PROPERTIES, INC.
R.R. DAVIS PROPERTIES, ING.
ay:
RICHARD R. DAVtS, President of R.R. DAVIS
PROPERTIES, INC.
~oaew Pno ~.neina, v«. c.yi.ao.ow ceor. Hrnna Fnnar eau.ia.. ~"a. +aa~, save. .ui niena a.....d. . ro P:WLy1~Mrp~~aSllllE~fF11LR\aa1.PC m.owe m-~~
EXHIBIT "A"
Loan No: 5590258 ~ (Continued) Page A~
NDRTI~ 66 DEGREE5 28'40" WEST, 157.70 FEET TO A POINT; THENCE
NDRTIi 58 DEGREE5 56'39" WEST, 717.37 FEET TO A POINT; THENCE
NORTH 89 DEGREE5 23'd4' WEST, 36.12 FEET TO A POINT; THENCE
NORTFI 0 DEGREE 36'28' EAST, 5.00 FEET TO A POINT; THENCE'
15'.58 FEET ALONG TFIE ARC OF A NON•TANGENT CURVE 'f0 TIIE LEFT, FIAViNQ A
RADIUS OF 225.00 FEET, A CENTRAL ANGLE OF 38 DEGREE5 22'00', AND A LONG
CHORD BEARING NORTH 1B DEGREE5 04'45' WEST, 151.57 FEET t0 A POINT; THENCE
NORTH 38 DEGREE5 45'45' WEST, 39.00 FEEL TO A POINT; THENCE
'NORTH 51 DEGREE5 14'15' EAST, 110.OD FEET TO A PDINT; TFIENCE
'NORTH 2fi DEGREES 11'31' WEST, 134,78 FEET TO A PO[NT; TIiEFlCE
NDRTII 4 DEGREE5 Od'20' WEST, 277.45 FEET TO A POINT; THENCE
NORTH 31 DEGREE5 46'35" WEST, 241.56 FEET TO A POINT; THENCE
NORTH 0 DEGREE 36'56' EAST, 132.59 FEET TO A POINT; THENCE
NORTH 89 DEGREES 23'04` WEST, 110.OD FEET t0 A POINT; THENCE
NORTIi 0 DEGREE 38'56' EAST, 30.00 FEET TO A POINT; THENCE
SOUTH 89 DEGREE5 23'04' EAST, 175.94 FEET TO A POINT; TFIENCE
SOUTH 78 bEGREE5 05'29' EAST, 71.13 FEET TO A POINT; THENCE
SOUTH 83 DEGREES 13'16' EAST, 65.34 FEEt TO A POINT; THENCE
SOU1'li 56 DEGREES 28'32' EAST, 79.07 FEET 70 A POINT; THENCE
SUUTII 53 DEGREES 15'09" EAST, 8G.07 FEET TO A PO[NT; THENCE
SDUTIi 42 DEGREES 31'10" EAST, 70.53 FEET TD A POIN'T'; THENCE
SOUTH 35 DEGREES 28'22" EAST, 77.08 FEET TO A POiN'I'; TIIEFICE
50UT11 5 DEGREE5 49'06' EAST, 249.89 FEET TO A PDINT; THENCE
50UTFI 8 DEGREES 16'07" EAST, 125.42 FEET TO A POINT; THENCE
SOUTFI 13 DEGREE5 56'20" EAST, 266.06 FEET TO A POINT; THENCE
SOUTFI 42 DEGREES 43'29' EAST, 283.07 FEET TO A PO[NT; TFIENCE
FlORTH 61 DEGREE5 49'13" EAST, 165.37 FEET t0 A PDINT; TFIENCE
NORTH 11 DEGREES 00'42" WEST, 399.24 FEET TO A POINT; THENCE
SOUTFI 89 DEGREE5 18'49" EAST, 398.40 FEET TO A POINT; TFIENCE
SOUTH 79 DEGREE5 02'15' EA5T, 61.18 FEET TD A POINT; THENCE
SOUThI 80 DEGREES 40'15' EAST, 164.39 FEET TO A PDINT; THENCE
50UT11 85 DEGREE5 10'18" EAST, 13fi.30 FEEt TO A POINT; TFIEFICE
50UTF1 0 DEGREE 30'15' WEST, 235.93 FEET TO A POINT; TIlENCE
NORTH B9 DEGREE5 29'45' WEST; 80.00 FEET TO A POINT; THENCE
SOUTH 78 DEGREES 33'49' WEST, 182.71 FEET TO A POINT; THENCE
SOUTH 11 DEGREES 45'15' WEST, 185.77 FEET TO A POINT; TFIENCE
SOUTH 0 DEGREE 30'15" WEST; 154.10 FEET TO A PDINT; THENCE
288.86 FEET ALONG THE ARC OF A NON•TANGENT CURVE TO 'THE LEFT, HAVING A
RADIUS OF 425.00 FEET, A CENTRAL ANGLE OF 38 DEGREES 56'31', ANU A LONG
CHORD BEARING SOUTH 63 DEGREE5 04'1I" WESt, 283.33 FEET TO TIIE POINT OF
BEGINNING.
PARCEL IV•D
A PORTION OF THE SOUTHEAST QUARTER OF THE NORTHWEST QUARTER OF SECTION 3,
TOWNSHIP 3 NORTFI, RANGE 1 WEST, BOISE MERIDIAN, MERIDIANl, ADA COUNTY,
IDAHO, MORE PARTICULARLY DE5CRIeEb AS FOLLOWS:
COMMENCING AT TI{E CORNER COMMON TO SECTIONS 4, g, 10 AND TIIE SAID SECTION
3; TFIENL'E
NORTH D DEGREE 38'11' EA5T, 2651.19 FEET TO 711E QUARTER .CORNER COMMON TO
SAID SECTIONS 3 AND 4 AS SAME WA5 REESTABLISHED BY LS 972 (CP 8 F
INSTRUMENT N0. 7852146, RECORDS OF AOA COUNTY, 1DAH0); FROM WI1iCH THE
NORTHWEST CORNER OF SAID SECTION 3 BEARS NOR'fli 0 DEGREE 38'27' EAST,
2697.49 FEET; THENCE
NORTH 0 DEGREE 3.8'27" EAST 22.64 FEET TO A 5/8' IRON PIN; TFIENCE
SOUTH 8B DEGREES 55'31' EAST, 1614.53 FEET TO THE REAL POINT OF BEGINNING;
THENCE
NORTH 10 DEGREE5 33'50' EAST, 72.37 FEET TO A POINT; THENCE
129.52 FEET ALONG THE ARC OF A NON•TANGENT CURVE TO tHE RIGHT, HAVING A
RADIUS OF 600.00 FEET, A CENTRAL ANGLE OF 12 DEGREE5 22'07", AND A LONG
CHORD BEARING SOUTF1.56 DEGREE5 49'29" EAST, 129.27 FEET TO A .POINT; THENCE
50UTH 50 DEGREE5 38'25" EA5T, 4.33 FEET TO A POINT; THENCE
NORTH BB DEGREES 55'31' WEST, 124.84 FEET TO THE POINT OF BEGINNING.
PARCEL IV-E
A PORTION OF TFIE SOUTHEAST QUARTER OF TI{E NORTHWEST QUARTER OF SECTION 3,
TOWNSHIP 3 NORTH, RANGE 1 WEST, BOISE MERIDIAN, MERIDIAN, AOA COUNTY,
IDAI10, MORE PARTICULARLY DESCRIBED AS FOLLOWS:
COMMENCING AT THE CORNER COMMON TG SECTIONS• 4, 9, 10 AND THE SAIb SECTION
3; THENCE
NORTH 0 DEGREE 38'11: EAST, 2651.19 FEET TO THE QUARTER; CORNER COMMON TO
SAID SECTIONS 3 AND 4 AS SAME WAS REESTABLISHED BY LS 972 (CP b F
INSTRUMENT N0. 7852146, RECORDS OF AOA COUNTY, IDAHO); FROM WI1IG11 THE
EXHIBIT "A"
Laan No: 5590258 - . (Continued) Page 2
EXCEPT THAT PORTION LYIFIG WITHIN THE FOLLOWIFIG SUBDIVISIONS:
CIIC•RRY LANE VILLAGE ND. 1 SUBDIVISION, ACCORDING TO TFIE PLAT TIIEREOf,
FLED IN BOOK 44 OF PLATS AT PAGES 3537 AND 3538, RECORDS OF AUA COUNTY,
I DAIIO ;
l:IiERRY LANE VILLAGE N0. 2 5U8DIVISTOFI, ACCORUTFIG TO TILE PLAT THEREOF,
FILED !N BOOK 46 OF PLATS AT PAGES 3791 AND 3792, RECORU5 OF ADA COUNTY,
I DAI 10 ;
711E LAKE AT CIIERRY LANE, ACCORDING TO TILE PLAT THEREOF FILED IN BOOK 52 OF
PLATS AT PAGES 4569 AND 45T0, RECORDS OF ADA COUNTY, IDAIIU;
THE LAKE AT CHERRY LANE N0. 2, ACCORDING TO THE PLAT THEREOF FILED IN BOOK
54 OF PLATS AT PAGES 4882 AND 4883, RECOR05 OF ADA COUNTY, IDAHO;
TILE LAKE AT CIIERRY LANE NO. 4 SUBDIVISION, ACCORDING TD TI•IE PLAT THEREOF,
FILED IN GOOK 74 OF PLATS AT PAGES 7674 AND 7575, RECORDS OF AUA COUNTY,
t DAI ID .
rnncEL III•n
A PORTION Uf TILE WEST HALF OF SECTION 3, TOWNSHIP 3 FIURTII, RANGE 1 WEST,
GUISE MERIDIAN, MERIDIAN, ADA COUNTY, IUAl10, MORE PARTICULARLY UESCRIBL•D AS
FOLLOWS:
COMMENCING AT THE CORNER COMMON TO SECTIONS 4, 9, 10 AND TFIE SAID SECTION
3; THENCE
NORTH 0 DEGREE 36'11' EAST 2651.19 FEET TO TILE QUARTER CORNER COMMON TO
SAID SECTIONS 3 ANp 4 AS SAME WAY REESTASLISIIED BY L5 972 (CP b F
INSTRUMENT NO. 7852146, RECORDS OF ADA COUNTY, IDAIlO); FROM WHICH THE
NORTWWEST CORNER OF SAID 5EC710N 3 BEARS
NORTIi 0 DEGREE 3B' 27" EAST 2697.49 FEET; 7FIENCE
NOnTI{ p DEGREE 38'27" EAST 22.64 FEET 70 A 5!B' [nON PIN; 1"HENCE
SOUrIi 88 DEGREES 55'31` EA57 379.53 FEET TO TILE REAL POINT Or BEGINNING;
THENCE CONTINUING
50UT11 88 DEGREES 55'31" EAST 182.65 FEET TO A POIFIT; rFIEFICE
SOUTH 8 DEGREES 18'10' EAST 440.66 FEET TO A PpIN7; THENCE
SUU'fli 16 DEGREES 18'25" WEST 218.OA fEEt TO A POIN"f; TIIENCE
FIOn"CFI 89 DEGREE5 13'51" EAST 540.22 FEET TO A POIFI'I'; TIIENCE
NORTFI 71 DEGREES 43'34" EAST 442.46 FEET TO A POINT; THENCC
FIORTII 10 DEGREES 33'50' EAST 487.84 FEET TO A POIFIT; TIIENCE
50lffH B8 DEGREE5 55'31' EAST 124.84 FEET TD A POINT; THENCE
SOUTH 50 DEGREE5 38'25' EAST 89.99 FEET TO A POINT; .TIIENCE 165.33 FEET
ALONG TI•IE ARC OF .A CURVE TO TILE RIGHT, i•IAVING A RADIUS OF 250.25 FEET, A
CENTTIAL ANGLE OF 37 DEGREE5 51'08', ANp A LONG CHORD SEARING SOUTH 31
DEGREES 42'52' EAST 162.34 FEET TO A POINT; THENCE
FIOR'TH 69 DEGREE5 29'44" WEST 12D.24 FEET TO A POINT; THENCE
50UT11 4 DEGREE 27'17' EAST 80.30 FEET TO A POINT; TIIENCE
50UTii 0 DEGREE 30'16" WEST 230.52 FEET t0 A POINT; 'THENCE
5UUT11 10 DEGREES 31'20' WEST 123.51 FEET TO A POINT; TIIENCE
50UT11 30 UEGnpES 14'07" WEST 119.57 FEET 70 A POINT; TIIENCE
SOUrFI 50 DEGREES 50'29' WEST 134.39 FEET TO A POINT; TIIENCE
SOUr11 71 uEGREE5 26'48' WEST 120.64 FEET TO A POLNr; THENCE
SOUTH 62 DEGREE5 45'52" WEST 225.84 FEET 70 A POINT; THENCE
SOUTH 89 DEGREE5 02'S7' WEST 67.30 FEET TO A POINT; TIIENCE
NORTH 89 DEGnEES 1D'41" WEST 625.06 FEET TO A POINT; THENCE`
NUniil 77 DEGREE5 29'20' WEST 148.07 FEET TO A POINT; THENCE
NOR 71{ 99 DEGREE5 10'4I' WEST 160.40 FEET TO A POINT LYING 85.00 FEET EAST
OF TILE WEST BOUNDARY OF SAID SECTION 3; THENCE ALONG A LINE 65.00 FEET
EAST OF ANU PARALLEL TO THE WEST BOUNDARY OF 5AID SECTION 3
HORTH 0 DEGREE5 38'11' EAST 247.64 FEET TO A PO[NT; TIIENCE
SOUTH S9 DEGREE5 21'49' EA5T 156.03 FEET TO A POINT; TIIENCE
NORTH X15 DECREES 03'16' EAST 163.61 FEET TO A POINT; TIIENCE
NORTH 5 DEGnEES.39'31" EAST 502.42 FEET TO TFIE POIFIT OF BEGINNING.
rARCEL III.B
A PORTION OF THE WEST HALF OF SECTION 3,•TOWN511IP 3 NORTH, RANGE 1 WEST,
BOISE MERIDIAN, MERIDIAN, ADA COUNTY, IUAI10, MORE PARTICULARLY OESCRIBEb AS
FOLLOWS;
COMMENCING AT TILE CORNER COMMON TO 5ECTIONS A, 9, 10 AND TILE SAID SECTION
3; TIIENCE
DEED OF TRUST
Loan No: 5590258 (Continued)
Page 8
REQUEST FOR FULL RECONVEYANCE
(To be used only when obligations have been paid in full)
To; .Trustee
The undersigned is the legal owner and holder of all Indebtedness secured by this Deed of Trust. All sums secured by this Deed of Trust have
been fully paid and satisfied. You are hereby directed, upon payment to you of any sums owing to you under the terms of this Dead of Trust or
pursuant to any applicable statute, to cancel the Note secured by this Deed of Trust (which is delivered to you together with this Deed of Trust),
and to reconvey, without warranty, to the parties designated by the terms of this Deed of trust, the estate now held by you under this Deed of
Trust. Please mail the reconveyance and Related Documents to:
bate:
Beneficiary:
By:
Its;
LPBEP PRO Lw[emo. Vw. 6.]1.40 Od Cop[ nwime F~nmud 6dunm~, Inn, [pB], 300e. a~ A~pn[~ AMwY~C. • ID P'.WPfiLPNQ[Pfi09UIlElLF11LR1O01.FC iR-8816 FA-[n
DEED OF TRUST
Loan No: 5590258 (Continued)
Page 6
Joint and Several Liability. All obligations of Grantor under this Deed of Trust shall be joint and several, and all references to Grantor shall
mean each and every Grantor. This means that each Grantor signing below is responsible for all obligations in this Deed of Trust. Where
any one or more of the parties is a corporation, partnership, limited liability company or similar entity, it is not necessary for Lender to
inquire into the powers of any of the officers, directors, partners, members, or other agents acting or purporting to act on the entity's
behalf, and any obligations made or created in reliance upon the professed exercise of such powers shall be guaranteed under this Dead of
Trust.
No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Deed of Trust unless such waiver is given in writing
and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any
other right. A waiver by Lander of a provision of this Deed of Trust shall not prejudice or constitute a waiver of Lender's right otherwise to
demand strict compliance with that provision or any other provision of this Deed of Trust. No prior waiver by Lender, nor any course of
dealing between Lender and Grantor, shall constitute a waiver of any of Lender's rights or of any of Grantor's obligations as to any future
transactions. Whenever the consent of Lender is required under this Daed of Trust, the granting of such consent by Lender in any instance
shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may be
granted or withheld in the sole discretion of Lender.
5everability. If a court of competent jurisdiction finds any provision of this Dead of Trust to be illegal, invalid, or unenforceable as to any
person or circumstance, that finding shall not make the offending provision illegal, invalid, or unenforceable as to any other person or
circumstance. If feasible, the offending provision shall be considered modified so that it becomes legal, valid and enforceable. If the
offending provision cannot be so modified, it shall be considered deleted from this Deed of Trust. Unless otherwise required by law, the
illegality, invalidity, or unenforceability of any provision of this Deed of Trust shall not affect the legality, validity or enforceability of any
other provision of this Deed of Trust.
Successors and Assigns. Subject to any limitations stated in this Deed of Trust on transfer of Grantor's interest, this Daed of Trust shall be
binding upon and inure to the benefit of the parties, their successors and assigns. If ownership of the Property becomes vested in a person
other than Grantor, Lender, without notice to Grantor, may deal with Grantor's successors with reference to this peed of Trust and the
Indebtedness by way of forbearance or extension without releasing Grantor from the obligations of this peed of Trust ar liability under the
Indebtedness.
Time is of the Essence. Time is of the essence in the performance of this Deed of Trust.
Waive Jury. All parties to this Deed of Trust hereby waive the right to any jury trial in any action, proceeding, or counterclaim brought by
any party against any other party.
Waiver of Homestead Exemption. Grantor hereby releases and waives all rights and benefits of the homestead exemption laws of the State
of Idaho as to all Indebtedness secured by this Deed of Trust.
DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Deed of Trust. Unless
specifically stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America. Words
and terms used in the singular shall include the plural, and the plural shall include the singular, as the context may require. Words and terms not
otherwise defined in this Deed of Trust shall have the meanings attributed to such terms in the Uniform Commercial Code:
Beneficiary. Tha word "Beneficiary" means IDAHO INDEPENDENT BANK, and its successors and assigns.
Borrower. The word "Borrower" means LAKEVIEW MERIDIAN INVESTORS, LLC; and R.R. DAVIS PROPERTIES, ING. and includes all
co-signers and co-makers signing the Note and all their successors and assigns.
Deed of Trust. The words "Deed of Trust" mean this peed of Trust among Grantor, Lender, and Trustee, and includes without limitation all
assignment and security interest provisions relating to the Personal Property and Rents.
Default. The word "pefault" means the Default set forth in this Deed of Trust in the section titled "Default".
Environmental Laws. The words "Environmental Laws" mean any and all state, federal and local statutes, regulations and ordinances
relating to the protection of human health or the environment, including without limitation the Comprehensive Environmental Response,
Compensation, and Liability Act of 1980, as amended, 42 U.S.C. Section 9601, et seq. ("CERCLA"), the 5uparfund Amendments and
Reauthorization Act of 1986, Pub. L. No. 99-499 ("SARA"), the Hazardous Materials Transportation Act, 49 U,S,G. Section 1801, et seq.,
the Resource Conservation and Recovery Act, 42 U,S.C. Section 6901, et seq., or other applicable state or federal laws, rules, or
regulations adopted pursuant thereto.
Event of Default. The words "Event of Default" mean any of the events of default set forth in this Deed of Trust in the events of default
section of this Deed of Trust.
Grantor. The word "Grantor" means LAKEVIEW MERIDIAN INVESTORS, LLC; and R.R. ^AVIS PROPERTIES, INC..
Guarantor. The word "Guarantor" means any guarantor, surety, or accommodation party of any or all of the Indebtedness.
Guaranty. The word "Guaranty" means the guaranty from Guarantor to Lender, including without limitation a guaranty of all or part of the
Note.
Hazardous Substances. The words "Hazardous Substances" mean materials that, because of their quantity, concentration or physical,
chemical or infectious characteristics, may cause or pose a present ar potential hazard to human health or the environment when
improperly used, treated, stored, disposed of, generated, manufactured, transported or otherwise handled. The words "Hazardous
Substances" are used in their very broadest sense and include without limitation any and all hazardous or toxic substances, materials or
waste as defined by or listed under the Environmental Laws, The term "Hazardous Substances" also includes, without limitation, petroleum
and petroleum by-products or any fraction thereof and asbestos.
Improvements. The word "Improvements" means all existing and future improvements, buildings, structures, mobile homes affixed on the
Real Property, facilities, additions, replacements and other construction on the Real Property.
Indebtedness. The word "Indebtedness" means all principal, interest, and other amounts, costs and expenses payable under the Note or
Related Documents, together with all renewals of, extensions of, modifications of, consolidations of and substitutions for the Note or
Related Documents and any amounts expended or advanced by Lender to discharge Grantor's obligations or expenses incurred by Trustee
or Lender to enforce Grantor's obligations under this Deed of Trust, together with interest on such amounts as provided in this Deed of
Trust. Specifically, without limitation, Indebtedness includes all amounts that may be indirectly secured by the Cross-Collateralization
provision of this Deed of Trust.
Lease. The ward "Lease" means the lease of the Property dated May 17, 2005, between CITY OF MERIDIAN, Landlord and Grantor.
Lender. The word "Lender" means IDAHO INDEPENDENT BANK, its successors and assigns.
Note. Tha word "Note" means the promissory note dated May 17, 2006, in the original principal amount of $649,759.$4 from
DEED OF TRUST
Loan No: 5590258 (COlntinued)
Page 4
Addresses. The mailing addresses of Grantor (debtor) and Lender (secured party) from which information concerning the security interest
granted by this Deed of Trust may be obtained (each as required by the Uniform Commercial Code) are as stated on the first page of this
Deed of Trust.
FURTHER ASSURANCES; ATTORNEY-IN-FACT. The following provisions relating to further assurances and attorney-in-fact are a part of this
Deed of Trust:
Further Assurances. At any time, and from time to time, upon request of Lender, Grantor will make, execute and deliver, or will cause to
be made, executed or delivered, to Lender or to Lender's designee, and when requested by Lender, cause to 6e filed, recorded, refiled, or
rerecorded, as the case may be, at such times and in such offices and places as Lender may deem appropriate, any and all such mortgages,
deeds of trust, security deeds, security agreements, financing statements, continuation statements, instruments of further assurance,
certificates, and other documents as may, in the sole opinion of Lender, be necessary or desirable in order to effectuate, complete, perfect,
continua, or preserve (1) Grantor's obligations under the Note, this Deed of Trust, and the Related Documents, and (2) the liens 'and
security interests created by this Deed of Trust as first and prior liens on the Property, whether now owned or hereafter acquired by
Grantor. Unless prohibited by law or Lender agrees to the contrary in writing, Grantor shall reimburse Lander for all costs and expenses
incurred in connection with the matters referred to in this paragraph.
Attorney-in-Fact. If Grantor fails to do any of the things referred to in the preceding paragraph, Lender may do so for and in the name of
Grantor and at Grantor's expense. For such purposes, Grantor hereby irrevocably appoints Lender as Grantor's attorney-in-fact for the
purpose of making, executing, delivering, filing, recording, and doing all other things as may be necessary or desirable, in Lender's sole
opinion, to accomplish the matters referred to in the preceding paragraph.
FULL PERFORMANCE. If Grantor pays all the Indebtedness when due, and otherwise performs all the obligations imposed upon Grantor under
this Deed of Trust, Lender shall execute and deliver to Trustee a request for full reconveyance and shall execute and deliver to Grantor suitable
statements of termination of any financing statement on file evidencing Lender's security interest in the Rants and the Personal Property. Any
reconveyance fee required by law shall be paid by Granter, If permitted by applicable law.
EVENTS OF DEFAULT. Each of the following, at Lender's option, shall constitute an Event of Default under this Deed of Trust:
Payment Default. Grantor fails to make any payment when due under the Indebtedness.
Other Defaults. Grantor fails to comply with or to perform any other term, obligation, covenant or condition contained in this Deed of Trust
or in any of the Related Documents or tv comply with or to perform any term, obligation, covenant or condition contained in any other
agreement between Lender and Grantor.
Compliance Default. Failure to comply with any other term, obligation, covenant or condition contained in this Deed of Trust, the Note or in
any of the Related Documents.
Default on Other Payments. Failure of Grantor within the time required by this peed of Trust to make any payment for taxes or insurance,
or any other payment necessary to prevent filing of or to effect discharge of any lien.
Default in Favor of Third Parties. Should Grantor default under any loan, extension of credit, security agreement, purchase or sales
agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Grantor's property or
Grantor's ability to repay the Indebtedness ar perform their respective obligations under this peed of Trust or any of the Related
Documents.
False Statements. Any warranty, representation or statement made or furnished to Lender by Grantor or on Grantor's behalf under this
Deed of Trust or the Related Documents is false or misleading in any material respect, either now or at the time made or furnished or
becomes false or misleading at any time thereafter.
Defective Collateralization. This Deed of Trust or any of the Related Documents ceases to be in full force and effect (including failure of
any collateral document to create a valid and perfected security interest or lien) at any time and for any reason.
Insolvency. The dissolution or termination of Grantor's existence as a going business, the insolvency of Grantor, the appointment of a
receiver for any part of Grantor's property, any assignment for the benefit of creditors, any type of creditor workout, or the commencement
of any proceeding under any bankruptcy or insolvency laws by or against Granter,
Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help,
repossession or any other method, by any creditor of Grantor or by any governmental agency against any property securing the
Indebtedness. This includes a garnishment of any of Grantor's accounts, including deposit accounts, with Lender. However, this Event of
Default shall not apply if there is a good faith dispute by Grantor as to the validity or reasonableness of the claim which is the basis of the
creditor or forfeiture proceeding and if Grantor gives Lander written notice of the creditor or forfeiture proceeding and deposits with Lender
monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lander, in its sole discretion, as being an
adequate reserve or bond for the dispute.
Lease Default. Grantor defaults under the terms of the Lease, or any other event (whether or not Grantor's fault) results in the termination
or cancellation of Grantor's leasehold rights.
Breach of Other Agreement. Any breach by Grantor under the terms of any other agreement between Grantor and Lender that is not
remedied within any grace period provided therein, including without limitation any agreement concerning any indebtedness or other
obligation of Grantor to Lender, whether existing now or later.
Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the Indebtedness or any
Guarantor dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any Guaranty of the Indebtedness, In the
event of a death, Lender, at its option, may, but shall not be required to, permit the Guarantor's estate to assume unconditionally the
obligations arising under the guaranty in a manner satisfactory to Lender, and, in doing so, cure any Event of Default.
Adverse Change. A material adverse change occurs in Grantor's financial condition, or Lender believes the prospect of payment or
performance of the Indebtedness is impaired.
Insecurity, Lender in goad faith believes itself insecure.
Right to Cure. If any default, other than a default in payment is curable and if Grantor has not been given a notice of a breach of the same
provision of this Deed of Trust within the preceding twelve (12) months, it may be cured if Grantor, after receiving written notice from
Lender demanding cure of such default: (1) cures the default within fifteen (15) days; or (2) if the cure requires more than fifteen (15)
days, immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and thereafter
continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical.
RIGHTS AND REMEDIES ON DEFAULT. If an Event of Default occurs under this Deed of Trust, at any time thereafter, Trustee or Lender may
exercise any one or more of the following rights and remedies:
DEED QF TRUST
Loan No: 5590258 (Continued)
by Lender's acquisition of any interest in the Property, whether by foreclosure or otherwise.
Page 2
Nuisance, Waete. Grantor shall not cause, conduct or permit any nuisance nor commit, permit, or suffer any stripping of or waste on yr to
the Property or any portion of the Property. Without limiting the generality of the foregoing, Grantor will not remove, or grant to any other
party the right to remove, any timber, minerals (including oil and gas), coal, clay, scoria, soil, gravel or rock products without Lender's prior
written consent.
Removal of Improvements. Grantor shall not demolish or remove any Improvements from the Real Property without Lender's prior written
consent. As a condition to the removal of any Improvements, Lender may require Grantor to make arrangements satisfactory to Lender to
replace such Improvements with Improvements of at least equal value.
Lender's Right to Enter. Lender and Lender's agents and representatives may enter upon the Real Property at all reasonable times to attend
to Lender's interests and to inspect the Real Property for purposes of Grantor's compliance with the terms and conditions of this Deed of
Trust.
Compliance with Governmental Requiramente. Grantor shall promptly comply with all laws, ordinances, and regulations, now or hereafter
in effect, of all governmental authorities applicable to the use or occupancy of the Property, including without limitation, the Americans
With Disabilities Act. Grantor may contest in good faith any such law, ordinance, ar regulation and withhold compliance during any
proceeding, including appropriate appeals, so long as Grantor has notified Lender in writing prior to doing so and so long as, in Lender's
sole opinion, Lender's interests in the Property are not jeopardized. Lender may require Grantor to post adequate security or a surety bond,
reasonably satisfactory to Lender, to protect Lender's interest.
Duty tc Protect. Grantor agrees neither to abandon or leave unattended the Property. Grantor shall do all other acts, in addition to those
acts set forth above in this section, which from the character and use of the Property are reasonably necessary to protect and preserve the
Properly.
Compliance with Lease. Grantor will pay all rents and will strictly observe and perform on a timely basis all other terms, covenants, and
conditions of the Lease. Grantor will indemnify and hold Lender harmless against all losses, liabilities, actions, suits, proceedings, costs
including reasonable attorneys' fees claims, demands, and damages whatsoever which may be incurred by reason of Grantor's failure to
pay rents or strictly observe or perform under the Lease.
Other Agreements Relating to the Lease. Grantor further agrees (1) not to surrender, terminate, or cancel the Lease, and (2) not to
modify, change, supplement, alter, or amend the Lease, either orally or in writing, without Lender's prior written consent. Any attempt by
Grantor to do any of the foregoing without Lender's prior written consent will be void and of no force and effect. At Lender's option,
Grantor will deposit with Lender as further security all original documents relating to the Lease and the leasehold interest in the Property.
Unless Grantor is in breach or default of any of the terms contained in this Deed of Trust, Lender will have no right to cancel, modify,
change, supplement, alter or amend the leasehold interest. No estate in the Property, whether tee title to the leasehold premises, the
leasehold estate, or any subleasahold estate, will merge without Lender express written consent; rather these estates will remain separate
and distinct, even if there is a union of these estates in the landlord, Grantor, or a third party who purchases or otherwise acquires the
estates. Grantor further agrees that if Grantor acquires all or a portion of the fee simple title, or any other leasehold or subleasehold title to
the property, that title will, at Lender's option, immediately become subject to the terms of this Deed of Trust, and Grantor will execute,
deliver and record all documents necessary or appropriate to assure that such title is secured by this Deed of Trust.
Notices Relating to the Lease. Grantor will promptly notify Lender in writing:
(1) if Grantor is in default in the performance or observance of any of the terms, covenants, or conditions which Grantor is to perform
or observe under the Lease;
(2) if any event occurs which would constitute a default under the Lease;
(3) if any notice of default is given to Grantor by the landlord under the Lease;
(4) if, pursuant to the Lease, any proceeds received for the Property are deposited with someone other than Lender, whether received
from any insurance on the Property or from the taking of any or all of the Property by eminent domain; and
(5) if any arbitration ar appraisal proceedings are requested or instituted pursuant to the Lease.
Grantor agrees to provide Lender promptly with a copy of all written materials relating to any of the above and to provide Lender with such
other information as Lender may reasonably request. Grantor agrees that promptly after the execution and delivery of this Deed of Trust,
Grantor will notify the landlord under the Lease in writing of the execution and delivery of this Deed of Trust and of the name and address
of Lender and will deliver a copy of this peed of Trust to the landlord,
Option to Cure Lease Default. Upon Lender's receipt of any written notice of Grantor's default under the Lease, Lender may, at Lender's
option, cure such default, even though Grantor, or any party on behalf of Grantor, questions or denies the existence of such default or the
nature of the default. Grantor expressly grants to Lender the absolute and immediate right to enter upon the Property to such extent and as
often as Lender in it sole discretion deems necessary or desirable in order to prevent or cure any such dpeRfaul1ltFFb~~ySSGrantor. ~~gg 7-,~
DUE ON SALE -CONSENT BY LENDER. Lender may, at Lender's option, declare immediately due a payable ai~sums~sleDcure-d6q~Fiis ~eed"o
Trust upon the sale or transfer, without Lender's prior written consent, of all or any part of the Real Property, or any interest in the Real
Property. A "sale or transfer" means the conveyance of Real Property or any right, title or interest in the Real Property; whether legal, beneficial
or equitable; whether voluntary or involuntary; whether by outright sale, deed, installment sale contract, land contract, contract for deed,
leasehold interest with a term greater than three (3) years, lease-option contract, or by sale, assignment, or transfer of any beneficial interest in
or to any land trust holding title to the Real Property, or by any other method of conveyance of an interest in the Real Property. If any Grantor is
a corporation, partnership or limited liability company, transfer also includes any change in ownership of more than twenty-five percent (25%) of
the voting stock, partnership interests or limited liability company interests, as the case may be, of such Grantor. However, this option shall not
be exercised 6y Lender if such exercise is prohibited by federal law or by Idaho law,
TAXES AND LIENS. The following provisions relating to the taxes and liens on the Property are part of this Dead of Trust:
Payment. Grantor shall pay when due (and in all events prior to delinquency) all texas, spacial taxes, assessments, charges (including
water and sewer), fines and impositions levied against or on account of the Property, and shall pay when due all claims for work done on or
for services rendered or material furnished to the Property. Grantor shall maintain the Property free of all liens having priority over or equal
to the interest of Lender under this Deed of Trust, except for the lien of taxes and assessments not due and except as otherwise provided
in this Deed of Trust.
Right to Contest. Grantor may withhold payment of any tax, assessment, or claim in connection with a good faith dispute over the
obligation to pay, so long as Lender's interest in the Property is not jeopardized. If a lien arises or is filed as a result of nonpayment,
Grantor shall within fifteen (15) days after the lien arises or, if a lien is filed, within fifteen (15) days after Grantor has notice of the filing,
secure the discharge of the lien. or if requested by Lender. deposit with Lander rash nr a suffiniant nnrnnrata suroty F...r,rl r,. ,.tL.er cc..,,,i+.,