Common use of Beneficiary's Power of Enforcement Clause in Contracts

Beneficiary's Power of Enforcement. 3.4.1 If an Event of Default occurs and is continuing, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default and demand for sale and written notice of breach and election to sell (or other statutory notice) to cause the Mortgaged Property to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after the lapse of such time as may then be required by Governmental Rule following the recordation of said notice of breach and election to sell, and notice of sale having been given as then required by Governmental Rule, Trustee without demand on Trustor, shall sell the Mortgaged Property or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deed, xxxx of sale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from the Event of Default, then to the payment of all other sums then secured hereby, and the remainder, if any, to the person or persons legally entitled thereto. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 If an Event of Default occurs and is continuing, Beneficiary It shall be entitledlawful for Beneficiary, at its option and in its sole and absolute discretionby or through Trustee or otherwise, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default and demand for sale and written notice of breach and election to sell (or other statutory noticei) to cause the Mortgaged Property to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after the lapse of such time as may then be required by Governmental Rule following the recordation of said notice of breach and election to sell, and notice of sale having been given as then required by Governmental Rule, Trustee without demand on Trustor, shall immediately sell the Mortgaged Property or any portion thereof at the time and place fixed by it either in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determineprescribed by the State law, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time under power of sale, it which power is hereby granted to Beneficiary and/or Trustee to the full extent permitted by the State law, and thereupon, to make and execute to any purchaser(s) thereof deeds of conveyance pursuant to applicable law or (ii) immediately foreclose this Deed of Trust by judicial action. The court in which any proceeding is pending for the purpose of foreclosure of this Deed of Trust may, at once or at any time thereafter, either before or after sale, without notice and without requiring bond, and without regard to the solvency or insolvency of any person liable for payment of the Obligations secured hereby, and without regard to the then value of the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being expressly understood an express condition upon which the Loan hereby secured is made) for the benefit of Beneficiary, with power to collect the Rents, due and agreed that to become due, during such foreclosure suit and the right full statutory period of sale arising redemption, if any, notwithstanding any redemption. The receiver, out of any Event the Rents, when collected, may pay costs incurred in the management and operation of Default shall not be exhausted by any one the Real Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or more sales. Trustee maythereafter accruing, and may make and pay for any cause it deems expedientnecessary repairs to the Real Property, postpone the sale of and may pay all or any portion part of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deed, xxxx of sale, Obligations or other instrument conveying said property so sold, but without sums secured hereby or any covenant or warranty, express or implied. The recitals deficiency decree entered in such instrument foreclosure proceedings. Upon or at any time after the filing of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 After deducting all costs, fees and expenses of Trustee and of a suit to foreclose this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ fees of the court in which such suit is filed shall have full power to enter an order placing Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from the Event of Default, then to the payment of all other sums then secured hereby, and the remainder, if any, to the person or persons legally entitled thereto. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard Real Property with the same power granted to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof a receiver pursuant to the laws of the State of Nevada or under the judgment or decree this subparagraph and with all other rights and privileges of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it mortgagee-in-possession under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determineapplicable law. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 If an Event of Default occurs and is continuing, Beneficiary It shall be entitled, at its option and in its sole and absolute discretion, lawful for Beneficiary to prepare and record on its own behalf, or (i) immediately direct the Trustee to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default and demand for sale and written notice of breach and election to sell (or other statutory notice) to cause the Mortgaged Property to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after the lapse of such time as may then be required by Governmental Rule following the recordation of said notice of breach and election to sell, and notice of sale having been given as then required by Governmental Rule, Trustee without demand on Trustor, shall sell the Mortgaged Property or any portion thereof at the time and place fixed by it in said noticeProperty, either as a in whole or in separate parcels, and in such order and in such manner as it may determineprescribed by the State law, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time under power of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. which power is hereby granted to Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deed, xxxx of sale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from the Event of Default, then to the payment of all other sums then secured hereby, and the remainder, if any, to the person or persons legally entitled thereto. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the full extent permitted by Governmental Rulethe State law, or (ii) immediately foreclose this Instrument by judicial action. The court in which any proceeding is pending for the purpose of sale under or foreclosure of this Instrument if such remedy is taken or any court of competent jurisdiction may, at once or at any time thereafter, either with before or after sale, without entry or taking possession of the Mortgaged Propertynotice and without requiring bond, and without regard to whether the solvency or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right insolvency of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action person liable for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, and without regard to the extent permitted by Governmental Rule, or the performance then value of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or the occupancy thereof as a homestead, appoint a receiver (the provisions for the appointment of a receiver and assignment of rents being an express condition upon which the Secured Obligations hereby secured are made) for the benefit of Beneficiary, with power to collect the Rents, due and to become due, during such foreclosure suit or proceeding for such sale and the full statutory period of redemption, notwithstanding any portion thereof pursuant redemption. The receiver, out of the Rents, when collected, may pay costs incurred in the management and operation of the Real Property, prior and subordinate liens, if any, and taxes, assessments, water and other utilities and insurance, then due or thereafter accruing, and may make and pay for any necessary repairs to the laws of Real Property or the State of Nevada or under the judgment or decree of a court or courts of competent jurisdictionPersonal Property, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to pay all or any portion part of the UCC Collateral, either simultaneously with the sale of any real property encumbered Secured Obligations or other sums secured hereby or independent thereofany deficiency decree entered in such foreclosure proceedings. If an Event of Default occurs and is continuing, Beneficiary shall Upon or at any time be permitted after the filing of a suit to proceed with respect foreclose this Instrument, the court in which such suit is filed shall have full power to all or any portion enter an order placing Beneficiary in possession of the UCC Collateral in any manner permitted by Real Property with the UCC. If an Event same power granted to a receiver pursuant to this subparagraph and with all other rights and privileges of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such propertymortgagee-in-possession under applicable law.

Beneficiary's Power of Enforcement. 3.4.1 If Upon the occurrence and during the continuation of an Event of Default occurs and is continuingDefault, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice of breach and election to sell (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereofSecured Obligations, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice of breach and election to sell, and notice of sale having been given as then required by Governmental Rulelaw, Trustee without demand on TrustorGrantor, shall be permitted to sell the Mortgaged Property Trust Estate or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property Trust Estate until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided provided, however, that Trustee shall give Trustor Grantor notice of such postponement to the extent required by Governmental Rulelaw. Trustee shall execute and deliver to the purchaser its deed, xxxx bill of sale, or other instrument conveying said property so sold, but without any covenant or warrantywarraxxx, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 After deducting all reasonable costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, including costs of evidence of title and reasonable attorneys’ ' fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale as follows or as otherwise required by applicable law: to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from the Event of Defaultif any, then to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled thereto. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 If Upon the occurrence and during the continuation of an Event of Default occurs and is continuingDefault, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice of breach and election to sell (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereofSecured Obligations, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice of breach and election to sell, and notice of sale having been given as then required by Governmental Rulelaw, Trustee without demand on TrustorGrantor, shall be permitted to sell the Mortgaged Property Trust Estate or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property Trust Estate until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided provided, however, that Trustee shall give Trustor Grantor notice of such postponement to the extent required by Governmental Rulelaw. Trustee shall execute and deliver to the purchaser its deed, xxxx bill of sale, or other instrument conveying said property so sold, but without any covenant or warrantyxxxranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, including costs of evidence of title and reasonable attorneys’ ' fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale as follows or as otherwise required by applicable law: to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from the Event of DefaultRate, then to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled thereto. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 If Upon the occurrence and during the continuation of an Event of Default occurs and is continuingDefault, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice of breach and election to sell (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereofthen outstanding Secured Obligations, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice of breach and election to sell, and notice of sale having been given as then required by Governmental Rulelaw, Trustee without demand on TrustorGrantor, shall be permitted to sell the Mortgaged Property Trust Estate or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property Trust Estate until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided provided, however, that Trustee shall give Trustor Grantor notice of such postponement to the extent required by Governmental Rulelaw. Trustee shall execute and deliver to the purchaser its deed, xxxx bill of sale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 After deducting all reasonable costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, including costs of evidence of title and reasonable attorneys’ ' fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale as follows or as otherwise required by applicable law: to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from the Event of DefaultRate, if any, then to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled thereto. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 (a) If an Event of Default occurs and is continuingoccurs, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice Notice of breach Breach and election Election to sell Sell (NRS 107.080(3) (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after (b) After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice Notice of breach Breach and election Election to sellSell, and notice of sale having been given as then required by Governmental Rulelaw, including compliance with all applicable Nevada Gaming Laws, Trustee without demand on Trustor, shall sell the Mortgaged Property Trust Estate or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deedDeed, xxxx Xxxx of saleSale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 (c) After deducting all costs, fees and expenses of Trustee and of this Leasehold Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ ' fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from the Event of Default, then to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled theretothereto as provided in NRS 40. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 3.3.1 If an Event of Default occurs shall have occurred, Beneficiary may, but shall not be obligated to, cause Trustee to sell, in accordance with the applicable law of the state in which the Encumbered Property or any part of the Encumbered Property is situated, the Encumbered Property or any part of the Encumbered Property at public sale or sales before the door of the courthouse of the county in which the Encumbered Property or any part of the Encumbered Property is situated, to the highest bidder for cash, in order to pay the indebtedness secured hereby and accrued interest thereon and insurance premiums, liens, assessments, taxes and charges, including utility charges, if any, with accrued interest thereon, and all expenses of the sale and of all proceedings in connection therewith, including reasonable attorneys' fees actually incurred, after advertising the time, place and terms of the sale. Trustee shall deliver to the purchaser at the sale of the Site, its deed, without warranty, which shall convey to the purchaser the interest in the Site which Grantor had or had the power to convey at the time of its execution of this Deed of Trust, or such as it may have acquired thereafter. The Trustee's deed shall recite the facts showing that the sale was conducted in compliance with all the requirements of law and this Deed of Trust, which recital shall be prima facie evidence of such compliance and conclusive evidence thereof in favor of bona fide purchasers and encumbrancers for value. The power of sale conferred by this Deed of Trust and by applicable law is continuingnot an exclusive remedy, and when not being exercised, Beneficiary may, but shall not be obligated to, foreclose this Deed of Trust as a mortgage and Grantor shall pay all costs incurred by Beneficiary in any suit, or appeal therefrom, brought by Beneficiary to foreclose this Deed of Trust, including without limitation costs of guaranty of title and reasonable attorneys' fees. Trustee is not obligated to notify any party hereto of a pending sale under any other deed of trust or of any action or proceeding in which Grantor, Trustee or Beneficiary shall be entitleda party, unless such action or proceeding is brought by Trustee. In the event of any such foreclosure sale by Trustee, Grantor shall be deemed a tenant holding over and shall forthwith deliver possession to the purchaser or purchasers at its option and in its sole and absolute discretion, such sale or be summarily dispossessed according to prepare and record on its own behalf, or provisions of law applicable to deliver tenants holding over. 3.3.2 Beneficiary may cause Trustee to Trustee for recording, if appropriate, written declaration of such Event of Default and demand for adjourn from time to time any sale and written notice of breach and election to sell (or other statutory notice) to cause the Mortgaged Property by it to be sold to satisfy the secured obligations hereof, and in the case made under or by virtue of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event this Deed of Default occurs and is continuing, and to the extent required Trust by Governmental Rule, after the lapse of such time as may then be required by Governmental Rule following the recordation of said notice of breach and election to sell, and notice of sale having been given as then required by Governmental Rule, Trustee without demand on Trustor, shall sell the Mortgaged Property or any portion thereof announcement at the time and place fixed by it in said noticeappointed for such sale or for such adjourned sale or sales; and, either except as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted otherwise provided by any one applicable provision of law, Beneficiary, without further notice or more sales. publication, may cause Trustee may, for any cause it deems expedient, postpone the to make such sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed to which the same shall be so adjourned. 3.3.3 Upon any sale made under or by virtue of this Section 3.3 (whether made under the power of sale herein granted or under or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale), Beneficiary may bid for and acquire the Encumbered Property or any part thereof and in lieu of paying cash therefor may make settlement for the sale purchase price by crediting upon the indebtedness the net sales price after deducting therefrom the expenses of the sale, including a reasonable Trustee's fee and from time Trustee's attorneys' fees, and the costs of the action and any other sums which Beneficiary is authorized to time thereafter deduct under this Deed of Trust. 3.3.4 No recovery of any judgment by Xxxxxxxxxxx and no levy of an execution under any judgment upon the Encumbered Property or upon any other property of Grantor shall affect in any manner or to any extent, the lien and title of this Deed of Trust upon the Encumbered Property or any part thereof, or any liens, titles, rights, powers or remedies of Beneficiary hereunder, but such liens, titles, rights, powers and remedies of Beneficiary shall continue unimpaired as before. 3.3.5 Beneficiary is authorized, but shall not be obligated, to cause Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice to foreclose this Deed of such postponement Trust subject to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deed, xxxx of sale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance rights of any matters or facts shall be conclusive proof tenants of the truthfulness thereof. Any personEncumbered Property, including Beneficiaryand the failure to make any such tenants parties to any such foreclosure proceedings and to foreclose their rights will not be, may bid at nor be asserted to be by Grantor, a defense to any proceedings instituted by Beneficiary to collect the salesums secured hereby. 3.4.3 3.3.6 After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ ' fees of Trustee or Beneficiary in connection with a sale, Beneficiary shall cause Trustee shall to apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from the Event of Default, then to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled thereto. 3.4.4 3.3.7 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Encumbered Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a1) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rulelaw, or the performance of any term hereof or any other right; (b2) to foreclose this Deed of Trust in any manner provided by Governmental Rule law for the foreclosure of mortgages or deeds of trust or deeds to secure debt on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Encumbered Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ ' fees in such amount as shall be awarded by the court; (c3) to exercise any or all of the rights and remedies available to it under the Credit Secured Debt Documents; and (d4) to pursue any other remedy available to it. Beneficiary shall may take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the 3.3.8 The remedies described in this Article 3 Section 3.3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall may at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor Xxxxxxx agrees that Beneficiary’s 's inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 i. If an Event of Default occurs and is continuingoccurs, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice Notice of breach Breach and election Election to sell Sell (NRS 107.080(3) (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after ii. After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice Notice of breach Breach and election Election to sellSell, and notice of sale having been given as then required by Governmental Rulelaw, including compliance with all applicable Nevada Gaming Laws, Trustee without demand on Trustor, shall sell the Mortgaged Property Trust Estate or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deedDeed, xxxx Xxxx of saleSale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 iii. After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ ' fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from the Event of Default, then to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled theretothereto as provided in NRS 40. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 If an Event of Default occurs and is continuing, Beneficiary may, but shall not be entitledobligated to, at its option sell or offer for sale the Trust Estate (i) in such portions, order and in its sole and absolute discretionparcels as Beneficiary may determine, with or without having first taken possession of same, to prepare and record on its own behalf, or to deliver to Trustee the highest bidder for recording, if appropriate, written declaration cash at public auction at the county courthouse of such Event any county in which any of Default and demand for sale and written notice of breach and election to sell (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereofis situated, and in the case area in such courthouse designated for real property foreclosure sales in accordance with Applicable Law (or in the absence of delivery any such designation, in the area set forth in the notice of sale hereinafter described), on the first Tuesday of any month between the hours of 10:00 A.M. and 4:00 P.M. (commencing no earlier than such time as may be designated in the hereinafter described notice of sale), after giving legally adequate notice of the time, place and terms of sale and that portion of the Trust Estate to Trusteebe sold, Trustee shall cause by (1) posting or causing to be posted written or printed notices thereof for at least 21 consecutive days prior to the date of said notice sale at the county courthouse door of each county in which the Trust Estate is situated, (2) filing or causing to be filed for record. 3.4.2 If an Event a copy of Default occurs such notice in the office of the county clerk of each county in which the Trust Estate is situated at least 21 days preceding the date of such sale, and is continuing(3) at least 21 days preceding the date of such sale, serving written notice (by the Beneficiary or any person chosen by the Beneficiary) of such proposed sale by certified mail on each debtor obligated to pay the Obligations according to the records of Beneficiary; service of such notice to each debtor to be made in the manner provided in the Credit Agreement, or (ii) in such manner as permitted or required by Section 51.002 of the Property Code of the State of Texas relating to the sale of real estate or by the UCC relating to the sale of collateral after default by a debtor (as the UCC now exists or as may be hereafter amended), or by any other present or subsequent articles or enactments relating to same but in a manner consistent with Trustor's rights and the manner of giving notices under the Credit Agreement; provided, however, that nothing contained in this Section 3.4 shall be construed so as to limit in any way Trustee's rights to sell the Trust Estate, or any portion thereof, by private sale if, and to the extent required that, such private sale is permitted under the laws of the State of Texas or by Governmental Rulepublic or private sale after entry of a judgment by any court of competent jurisdiction ordering same. At any such sale (i) whether made under the power herein contained, after the lapse aforesaid Property Code Section 51.002, the UCC or any other legal enactment, or by virtue of any judicial proceedings or any other legal right, remedy or recourse, it shall not be necessary for Trustee to have physically present, or to have constructive possession of, the Trust Estate (Trustor hereby covenanting and agreeing to deliver to Trustee any portion of the Trust Estate not actually or constructively possessed by Trustee immediately upon demand by Trustee) and the title to and right of possession of any such property shall pass to the purchaser thereof as completely as if the same had been actually present and delivered to purchaser at such sale, (ii) each instrument of conveyance executed by Trustee shall contain a special warranty of title, binding upon Trustor and its successors and assigns, (iii) each and every recital contained in any instrument of conveyance made by Trustee shall establish the truth and accuracy of the matters recited therein, including, without limitation, nonpayment of the Obligations, advertisement and conduct of such time as may then sale in the manner provided herein and otherwise by law and appointment of any successor Trustee hereunder, (iv) any and all prerequisites to the validity thereof shall be required presumed to have been performed, (v) the receipt of Trustee or of such other party or officer making the sale shall be a sufficient discharge to the purchaser or purchasers for its purchase money and no such purchaser or purchasers, or its assigns or personal representatives, shall thereafter be obligated to see to the application of such purchase money, or be in any way answerable for any loss, misapplication or nonapplication thereof, (vi) to the fullest extent permitted by Governmental Rule following law, Trustor shall be completely and irrevocably divested of all of its right, title, interest, claim and demand whatsoever, either at law or in equity, in and to the recordation of said notice of breach property sold and election to sellsuch sale shall be a perpetual bar both at law and in equity against Trustor, and notice of sale having been given as then required by Governmental Ruleagainst any and all other persons claiming or to claim the property sold or any part thereof, Trustee without demand on by, through or under Trustor, shall sell and (vii) to the Mortgaged Property extent and under such circumstances as are permitted by law, Beneficiary may bid for and acquire the Trust Estate or any portion part thereof and in lieu of paying cash therefor may make settlement for the purchase price by crediting upon the Obligations the net sales price after deducting therefrom the expenses of the sale and the costs of the action and any other sums which Beneficiary is authorized to deduct under this Deed of Trust. 3.4.2 Beneficiary may adjourn from time to time any sale by it to be made under or by virtue of this Deed of Trust by announcement at the time and place fixed by it in said noticeappointed for such sale or for such adjourned sale or sales; and, either except as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted otherwise provided by any one Applicable Law, Beneficiary, without further notice or more sales. Trustee maypublication, for any cause it deems expedient, postpone the may make such sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for to which the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deed, xxxx of sale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts same shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the saleso adjourned. 3.4.3 No recovery of any judgment by Xxxxxxxxxxx and no levy of an execution under any judgment upon the Trust Estate or upon any other property of Trustor shall affect in any manner or to any extent, the lien and title of this Deed of Trust upon the Trust Estate or any part thereof, or any liens, titles, rights, powers or remedies of Beneficiary hereunder, but such liens, titles, rights, powers and remedies of Beneficiary shall continue unimpaired as before. 3.4.4 Beneficiary is authorized but shall not be obligated to foreclose this Deed of Trust subject to the rights of any tenants of the Trust Estate, and the failure to make any such tenants parties to any such foreclosure proceedings and to foreclose their rights will not be, nor be asserted to be by Trustor, a defense to any proceedings instituted by Beneficiary to collect the sums secured hereby. 3.4.5 After deducting all costs, fees and expenses of Trustee Beneficiary and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ ' fees of Trustee or Beneficiary in connection with a sale, Trustee Beneficiary shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from the Event of Default, then to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled thereto. 3.4.4 3.4.6 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged PropertyTrust Estate, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a1) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rulelaw, or the performance of any term hereof or any other right; (b2) to foreclose this Deed of Trust in any manner provided by Governmental Rule law for the foreclosure of mortgages or deeds of trust or deeds to secure debt on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property Trust Estate or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ ' fees in such amount as shall be awarded by the court; (c3) to exercise any or all of the rights and remedies available to it under the Credit Secured Debt Documents; and (d4) to pursue any other remedy available to it. Beneficiary shall may take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the 3.4.7 The remedies described in this Article 3 Section 3.4 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall may at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s 's inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 (a) If an Event of Default occurs and is continuingoccurs, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice Notice of breach Breach and election Election to sell Sell (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after (b) After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice Notice of breach Breach and election Election to sellSell, and notice of sale having been given as then required by Governmental Rulelaw, including compliance with all applicable Gaming Laws, Trustee without demand on Trustor, shall sell the Mortgaged Property Trust Estate or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deedDeed, xxxx Xxxx of saleSale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 (c) After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ ' fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaidrepaid in accordance with the terms of the Indenture, with accrued interest at the Default Rate from interest rate on the Event of Default, Notes then to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled theretothereto as provided in NRS 40. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 (a) If an Event of Default occurs and is continuingoccurs, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice Notice of breach Breach and election Election to sell Sell (NRS 107.080(3)) (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after (b) After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice Notice of breach Breach and election Election to sellSell, and notice of sale having been given as then required by Governmental Rulelaw, including compliance with any applicable Nevada Gaming Laws, Trustee without demand on Trustor, shall sell the Mortgaged Property Trust Estate or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deedDeed, xxxx Xxxx of saleSale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 (c) After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ ' fees and other legal expenses of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from rate applicable to overdue principal set forth in the Event of Default, then Credit Agreement to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled theretothereto as provided in NRS 40. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 (a) If an Event of Default occurs and is continuingoccurs, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice Notice of breach Breach and election Election to sell Sell (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after (b) After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice Notice of breach Breach and election Election to sellSell, and notice of sale having been given as then required by Governmental Rulelaw, Trustee without demand on Trustor, shall sell the Mortgaged Property Trust Estate or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rulelaw. Trustee shall execute and deliver to the purchaser its deedDeed, xxxx of saleBill xx Sale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 (c) After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ ' fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from interest rate on the Event of Default, Notes then to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled thereto. 3.4.4 (d) If any Event of Default occurs and is continuingoccurs, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged PropertyTrust Estate, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a1) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rulelaw, or the performance of any term hereof or any other right; (b2) to foreclose this Deed of Trust in any manner provided by Governmental Rule law for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property Trust Estate or any portion thereof pursuant to the laws of the State of Nevada [RELEVANT STATE] or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ ' fees in such amount as shall be awarded by the court; (c3) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d4) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the (e) The remedies described in this Article 3 Section 3.4 may be exercised with respect to all or any portion of the UCC Tangible Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Tangible Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s 's inclusion of all or any portion of the UCC Tangible Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 If (a) Following an Event of Default occurs and is continuingthe expiration of any applicable cure or grace period, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice Notice of breach Breach and election Election to sell Sell (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after (b) After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice Notice of breach Breach and election Election to sellSell, and notice of sale having been given as then required by Governmental Rulelaw, Trustee including compliance with all applicable Gaming Control Acts, Trustee, without demand on Trustor, shall sell the Mortgaged Property Trust Estate or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deedDeed, xxxx Xxxx of saleSale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 (c) After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ ' fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from default interest rate on the Event of Default, Promissory Note then to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled theretothereto as provided in NRS 40. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 Subject to the terms and conditions of the Intercreditor Agreement: (1) If an Event of Default occurs and is continuingoccurs, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice Notice of breach Breach and election Election to sell Sell (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after (2) After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice Notice of breach Breach and election Election to sellSell, and notice of sale having been given as then required by Governmental Rulelaw, including compliance with all applicable Gaming Laws, Trustee without demand on Trustor, shall sell the Mortgaged Property Trust Estate or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it its shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deedDeed, xxxx Xxxx of saleSale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 (3) After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ ' fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from interest rate on the Event of Default, Notes then to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled theretothereto as provided in NRS 40. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 (a) If an Event of Default occurs and is continuingoccurs, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice Notice of breach Breach and election Election to sell Sell (NRS 107.080(3)) (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after (b) After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice Notice of breach Breach and election Election to sellSell, and notice of sale having been given as then required by Governmental Rulelaw, including compliance with all applicable Gaming Control Laws, Trustee without demand on Trustor, shall sell the Mortgaged Property Trust Estate or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deedDeed, xxxx Xxxx of saleSale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 (c) After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ ' fees and other legal expenses of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from rate applicable to overdue principal set forth in Section 4.01 of the Event of Default, then Mortgage Notes Indenture to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled theretothereto as provided in NRS 40. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 (a) If an Event of Default occurs and is continuing, Beneficiary shall be entitled, at its option and in its sole and absolute discretion, to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice Notice of breach Breach and election Election to sell Sell (or other statutory notice) to cause the Mortgaged Property Trust Estate to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after (b) After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice Notice of breach Breach and election Election to sellSell, and notice of sale having been given as then required by Governmental Rulelaw, Trustee without demand on Trustor, shall sell the Mortgaged Property Trust Estate or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rulelaw. Trustee shall execute and deliver to the purchaser its deedDeed, xxxx Xxxx of saleSale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 (c) After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ ' fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from interest rate on the Event of Default, Notes then to the payment of all other sums then secured hereby, hereby and the remainder, if any, to the person or persons legally entitled thereto. 3.4.4 (d) If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged PropertyTrust Estate, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a1) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rulelaw, or the performance of any term hereof or any other right; (b2) to foreclose this Deed of Trust in any manner provided by Governmental Rule law for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property Trust Estate or any portion thereof pursuant to the laws of the State of Nevada [RELEVANT STATE] or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ ' fees in such amount as shall be awarded by the court; (c3) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d4) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the (e) The remedies described in this Article 3 Section 3.4 may be exercised with respect to all or any portion of the UCC Tangible Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Tangible Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s 's inclusion of all or any portion of the UCC Tangible Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.

Beneficiary's Power of Enforcement. 3.4.1 3.5.1 If an Event of Default occurs and is continuing, Beneficiary Beneficiary, at the election of the Majority Banks, shall be entitled, at its option and in its sole and absolute discretion, entitled to prepare and record on its own behalf, or to deliver to Trustee for recording, if appropriate, written declaration of such Event of Default default and demand for sale and written notice of breach and election to sell (or other statutory notice) to cause the Mortgaged Property to be sold to satisfy the secured obligations hereof, and in the case of delivery to Trustee, Trustee shall cause said notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to the extent required by Governmental Rule, after 3.5.2 After the lapse of such time as may then be required by Governmental Rule law following the recordation of said notice of breach and election to sell, and notice of sale having been given as then required by Governmental Rulelaw, Trustee without demand on Trustor, shall may sell the Mortgaged Property or any portion thereof at the time and place fixed by it in said notice, either as a whole or in separate parcels, and in such order and in such manner as it may determine, at public auction to the highest bidder, of cash in lawful money of the United States payable at the time of sale, it being expressly understood and agreed that the right of sale arising out of any Event of Default shall not be exhausted by any one or more sales. Trustee may, for any cause it deems expedient, postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale by public announcement at the time fixed by the preceding postponement; provided that Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rulelaw. Trustee shall execute and deliver to the purchaser its deed, xxxx of sale, or other instrument conveying said property so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including Beneficiary, may bid at the sale. 3.4.3 After deducting all costs, fees and expenses of Trustee and of this Deed of Trust, including, without limitation, costs of evidence of title and reasonable attorneys’ fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from the Event of Default, then to the payment of all other sums then secured hereby, and the remainder, if any, to the person or persons legally entitled thereto. 3.4.4 3.5.3 If any Event of Default occurs and is continuing, Beneficiary may, at the election of the Majority Banks, to the extent permitted by Governmental Rulelaw, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a1) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rulelaw, or the performance of any term hereof or any other right; (b2) to foreclose this Deed of Trust in any manner provided by Governmental Rule law for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada California or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ ' fees in such amount as shall be awarded by the court; (c3) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d4) to pursue any other remedy available to it. Beneficiary shall take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the 3.5.4 The remedies described in this Article 3 Section 3.5 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s 's inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property. 3.5.5 Where the Mortgaged Property consists of real property and personal property, any reinstatement of the Secured Obligations, following the occurrence of an Event of Default and an election by the Beneficiary, at the direction of the Required Banks, to accelerate the maturity of the Secured Obligations, which is made by Trustor or any other person or entity permitted to exercise the right of reinstatement under Section 2924c of the California Civil Code or any successor statute, shall, in accordance with the terms of UCC Section 9604, not prohibit the Beneficiary from conducting a sale or other disposition of any personal property or from otherwise proceeding against or continuing to proceed against any personal property in any manner permitted by the UCC; nor shall any such reinstatement invalidate, rescind or otherwise affect any sale, disposition or other proceeding held, conducted or instituted with respect to any personal property prior to such reinstatement. Any sums paid to Beneficiary, in effecting any reinstatement pursuant to Section 2924c of the California Civil Code shall be applied to the Secured Obligations and to Beneficiary's and Trustee's reasonable costs and expenses in the manner required by Section 2924c.

Beneficiary's Power of Enforcement. 3.4.1 If an Event of Default occurs shall have occurred and is continuingBeneficiary shall have declared all the Notes immediately due and payable, Beneficiary may, either with or without entry or taking possession as provided in this Deed of Trust or otherwise, and without prejudice to the right of Beneficiary thereafter to bring an action of foreclosure or any other action for any default existing at the time such earlier action was commenced or arising thereafter, proceed by any appropriate action or proceeding: (a) To enforce the obligations of Trustor under the Indenture. (b) To commence and maintain an action or actions in any court of competent jurisdiction to foreclose this instrument as a mortgage or to obtain specific enforcement of the covenants of Trustor hereunder, and Trustor agrees that such covenants shall be entitledspecifically enforceable by injunction or any other appropriate equitable remedy and that, at its option for the purposes of any suit brought under this subsection, Trustor waives the defense of laches and in its sole any applicable statute of limitations. (c) To apply to a court of competent jurisdiction for and absolute discretionobtain appointment of a receiver of the Property as a matter of strict right and without regard to the adequacy of the security for the repayment of Guarantor's Liabilities, to prepare the existence of a declaration that the Notes are immediately due and record on its own behalfpayable, or the filing of a notice of default, and Trustor hereby consents to deliver to Trustee for recording, if appropriate, such appointment. (d) To execute a written declaration notice of such Event of Default and demand for sale and written notice of breach and Beneficiary's election to sell (or other statutory notice) to cause the Mortgaged Property to be sold to satisfy the secured obligations hereof, and in the case of delivery Guarantor's Liabilities. As a condition precedent to Trusteeany such sale, Trustee shall cause said give and record such notice to be filed for record. 3.4.2 If an Event of Default occurs and is continuing, and to default as the extent law then requires. When the minimum period of time required by Governmental Rule, law after the lapse of such time as may then be required by Governmental Rule following the recordation of said such notice of breach and election to selldefault has elapsed, and notice of sale having been given as then required by Governmental Rule, Trustee without demand on Trustorlaw, shall sell the Mortgaged Property or any portion thereof at the time and place of sale fixed by it in said noticethe notice of sale, at one or several sales, either as a whole or in separate parcels, and in such order parcels and in such manner and order, all as it Beneficiary in its sole discretion may determine, at public auction and to the highest bidderbidder for cash, of cash in lawful money of the United States States, payable at the time of sale, it being expressly understood and agreed that . Neither Trustor nor any other person or entity other than Beneficiary shall have the right of sale arising out of any Event of Default shall not be exhausted to direct the order in which the Property is sold. Subject to requirements and limits imposed by any one or more sales. law, Trustee may, for any cause it deems expedient, may from time to time postpone the sale of all or any portion of said property until it shall be completed and, in every case, notice of postponement shall be given by public announcement thereof at the time and place last appointed for the sale and from time to time thereafter Trustee may postpone such sale Property by public announcement at the such time fixed by the preceding postponement; provided that and place of sale, Trustee shall give Trustor notice of such postponement to the extent required by Governmental Rule. Trustee shall execute and deliver to the purchaser its deed, xxxx of sale, at such sale a deed conveying the Property or other instrument conveying said property portion thereof so sold, but without any covenant or warranty, express or implied. The recitals in such instrument of conveyance the deed of any matters or facts shall be conclusive proof of the truthfulness thereof. Any person, including BeneficiaryTrustee, Trustor or Beneficiary may bid purchase at the sale. 3.4.3 After deducting (e) To resort to and realize upon the security hereunder and any other security now or later held by Beneficiary concurrently or successively and in one or several consolidated or independent judicial actions or lawfully taken non-judicial proceedings, or both, and to apply the proceeds received upon Guarantor's Liabilities all costs, fees in such order and expenses of manner as Trustee and Beneficiary, or either of this Deed them, determine in their sole discretion. At any sale of Trustthe Property held pursuant to subsection (b) or subsection (d) above, Beneficiary may bid, as the equivalent of cash, the amount of all or any portion of Guarantor's Liabilities, including, without limitation, costs of evidence of title and reasonable attorneys’ fees of Trustee or Beneficiary in connection with a sale, Trustee shall apply the proceeds of such sale to payment of all sums expended under the terms hereof not then repaid, with accrued interest at the Default Rate from the Event of Default, then to the payment of all other sums then secured hereby, and the remainder, if any, to the person or persons legally entitled thereto. 3.4.4 If any Event of Default occurs and is continuing, Beneficiary may, to the extent permitted by Governmental Rule, either with or without entry or taking possession of the Mortgaged Property, and without regard to whether or not the indebtedness and other sums secured hereby shall be due and without prejudice to the right of Beneficiary thereafter to bring an action or proceeding to foreclose or any other action for any other Event of Default existing at the time such earlier action was commenced, proceed by any appropriate action or proceeding: (a) to enforce payment of the Secured Obligations, to the extent permitted by Governmental Rule, or the performance of any term hereof or any other right; (b) to foreclose this Deed of Trust in any manner provided by Governmental Rule for the foreclosure of mortgages or deeds of trust on real property and to sell, as an entirety or in separate lots or parcels, the Mortgaged Property or any portion thereof pursuant to the laws of the State of Nevada or under the judgment or decree of a court or courts of competent jurisdiction, and Beneficiary shall be entitled to recover in any such proceeding all costs and expenses incident thereto, including reasonable attorneys’ fees in such amount as shall be awarded by the court; (c) to exercise any or all of the rights and remedies available to it under the Credit Documents; and (d) to pursue any other remedy available to it' fees. Beneficiary shall may take action either by such proceedings or by the exercise of its powers with respect to entry or taking possession, or both, as Beneficiary may determine. 3.4.5 If an Event of Default occurs and is continuing, the remedies described in this Article 3 may be exercised with respect to all or any portion of the UCC Collateral, either simultaneously with the sale of any real property encumbered hereby or independent thereof. If an Event of Default occurs and is continuing, Beneficiary shall at any time be permitted to proceed with respect to all or any portion of the UCC Collateral in any manner permitted by the UCC. If an Event of Default occurs and is continuing, Trustor agrees that Beneficiary’s inclusion of all or any portion of the UCC Collateral in a sale or other remedy exercised with respect to the real property encumbered hereby, as permitted by the UCC, is a commercially reasonable disposition of such property.