HomeMy WebLinkAboutC.054.93011_0431The County may, also at its own expense, make from time to time any additions, modifications
or improvements to the Trust Estate that it may deem desirable for its governmental or
proprietary purposes, provided that such additions, modifications or improvements do not
materially impair the effective use, nor materially decrease the value, of the Trust Estate. All
such additions, modifications and improvements so made by the County within the boundaries of
the Land shall become a part of the Trust Estate. The County will do, or cause to be done, all
such things as may be required by law in order fully to protect the security and all rights of the
Beneficiary under this Deed of Trust. The County shall not cause or permit the lien of this Deed
of Trust to be impaired in any way.
ARTICLE Il
COUNTY'S COVENANTS, REPRESENTATIONS AND AGREEMENTS
2.1 Title to Land. The County represents and warrants that it is seized of the Land and
Improvements (and any fixtures) in fee (and has title to any appurtenant easements) and has the
right to convey the same, that title to such property is free and clear of all encumbrances except
for the matters shown on Exhibit B attached hereto (the "Permitted Encumbrances"), and that it
will warrant and defend the title to such property against the claims of all persons or parties
except for the Permitted Encumbrances.
2.2 Security Interest in Fixtures. The County, as Debtor, hereby grants Beneficiary, as
Secured Party, a security interest in the Fixtures. This Deed of Trust is intended as, and
constitutes, a security agreement pursuant to the North Carolina Uniform Commercial Code (the
"UCC') with respect to the Fixtures and the security interest therein. This Deed of Trust
constitutes a Financing Statement with respect to the Fixtures under the UCC. The Fixtures are
or will be located on the Land described on Exhibit A. The County is the record owner of the
Land. The name and address of the County, as Debtor, and the Beneficiary, as Secured Party,
are set forth in Section 4.5 hereof.
2.3 Payment of Advance. The County will punctually pay all amounts required to be paid
under the Agreement and all other sums secured hereby at the time and place and in the manner
specified in the Agreement or this Deed of Trust.
2.4 Insurance Taxes and Fees. The County will pay prior to delinquency all taxes, general
and special assessments, insurance premiums, permit fees, inspection fees, license fees, water
and sewer charges, franchise fees and equipment rents against it or the Trust Estate (collectively,
the "Charges"), and the County, upon request of the Beneficiary, will submit to the Beneficiary
receipts evidencing said payments. The County may contest, in good faith and by appropriate
proceeding diligently pursued, the validity, applicability or amount of any of the Charges,
without being in default hereunder for withholding payment thereof during such contest, by
paying all amounts claimed to be due under protest if required or permitted.
2.5 Reimbursement. The County agrees that if it shall fail to pay prior to delinquency any
tax, assessment or charge levied or assessed against the Trust Estate or any utility charge,
whether public or private, or any insurance premium, or if it shall fail to procure the insurance
coverage and the delivery of the insurance certificates required hereunder, or if it shall fail to pay
any other charge or fee described in Sections 2.4 or 2.8 hereof, then the Beneficiary, at its option,
may pay or procure the same. The County will reimburse the Beneficiary upon demand for any
sums of money paid by the Beneficiary pursuant to this Section, together with interest on each
such payment at the rate of 12% per annum from the date of such advance to the date of
repayment. All sums so advanced shall attach to and become part of the debt secured hereby,
and the failure to make repayment on demand shall constitute a default hereunder, giving rise to
all of the remedies herein provided for an Event of Default.
2.6 Additional Documents. The County agrees to execute and deliver to the Beneficiary,
concurrently with the execution of this Deed of Trust and upon the request of the Beneficiary
from time to time hereafter, all financing statements and other documents reasonably required to
perfect and maintain the security interest created hereby. To the extent permitted by law, the
County hereby irrevocably (as long as the Advance remains unpaid) makes, constitutes and
appoints the Beneficiary as the true and lawful attorney of the County to sign the name of the
County (after the County has failed or refused to timely execute such documents upon request of
the Beneficiary) on any financing statement, continuation of financing statement or similar
document required to perfect or continue such security interests.