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This Junior Deed of Trust, Security Agreement and Fixtwe Filing (this
Q of Trust j is executed as of March 9, 1998, by UNIVERSTIY STREET
PROPERTIES U, LLC, a Delaware limited liability company (" "rantof"), whose
address for notice hereunder is clo Argo Partnership 11, L.P., 399 Park Avenue,
25th floor, New York" NY 10022, with a copy to: USP U investors, L.L.C., cJo
UNICO Properties, Inc., Other Member, 1301 Fifth Avenue, Suite 2500, Seattle, WA
98101, Attention: Quentin Kuhrau, to Chicago Title Insurance Company, Trustee
("Trustee"), whose address is 1800 Columbia Center, 701 Fifth Avenue, Seattle,
Washington 98104, Washington, for the benefit of GENERAL ELECTRIC
CAPITAL CORPORATION, a New York corporation ("Beneficiary") whose
address for notice is 18300 Von Kansan Avenue, Suite 700, Irvine, California 92612,
Attn: Region Manager, Portfolio Management Operations.
ARTICLE I
DFEINUION
Section 1.1 Definitions. As used herein, the following terms shall
have the following meanings:
The sum of all (1) principal, interest and other amounts
due under or secured by the Loan Documents and (2) prim ipal, interest, and other
amounts which may hereafter be loaned by Beneficiary, its successors or assigns, to or
for the benefit of the owner of the Mortgaged Property, and all other future obligations
that the owner of the Mortgaged Property may agree to pay or perform for the benefit
of Beneficiary, its successors or assigns, in each case when evidenced by a promissory
note or other instrument which, by its terms, is secured hereby.
"L=2 Documents": The (1) Loan Agreement of even date between
Grantor and Beneficiary (the "1.pan Agreement"), (2) the Junior Promissory Note of
even date, executed by Grantor, payable to the order of Beneficiary, in the stated
principal amount of S9,075,000.00 (the "Junior Note"), (3) this Deed of Trust, (4) all
other documents now or hereafter executed by Grantor, or any other person or entity to
evidence or secure the payment of the Indebtedness or the performance of the
Obligations, and (5) all modifications, restatements, extensions, renewals and
replacements of the foregoing.
"Mortgaged Prone ": All right, fide and interest of Grantor in and to
(1) the real property described in EXUWLA, together with apy greater estate therein as
hereafter may be acquired by Grantor (the "Lmtt!"), (2) all buildings, strucbtres and
other improvements, acw or at any time situated, placed or constructed upon the Land
(the "Improvements"). (3) all materials. supplies, equipment, apparatus and other