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RECORDING REQUESTED BY CHICAGO TITLE COMPANY AND WHEN RECORDED MAIL TO NAME ADDRESS CITY & STATE ZIP city Clezk of the City of Riverside 3900 Main Street Riverside, CA 92522 OFFICIAL BUSINESS No fee per Govt. Code DOC I:1 2000--3542-/'1 09/08/2000 08:00R Fee:NC Ga~y L. Rssessor, Courtly Clerk & Recorder Title Order No_~,~ ~OV~.,~-_/~,~,,~,T~crow No. A R L COPY LONG REFUND NCHG EXAM This DEED OF TRUST, made June 6, 2000, Great Circle Family Foods, LLC, dba Krispy Kreme Doughnuts whose address is 550 South Hope Street, 20th Floor, Los Angeles, (Number and Street) (City) CHICAGO §6103 j~ DEED OF TRUST WITH ASSIGNMENTS OF RENTS "A" between-'~--..-- herein called TRUSTOR, California 90071 (State) (Zip Code) TITLE COMPANY, a California Corporation, herein called TRUSTEE, and the Redevelopment Agency for the City of Riverside, a corporate public body politic ,herein called BENEFICIARY, Trustor irrevocably grants, transfers and assigns to Trustee in Trust, with Power of Sale that property in the City of Riverside County of Riverside , State of California, described as: THAT PORTION OF LOT 1 IN BLOCK 1 OF THE SUBDIVISION OF SECTION 30, TOWNSHIP 2 SOUTH, RANGE 4 WEST, SAN BERNARDINO MERIDIAN, 1N THE CITY OF RIVERSIDE, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 2 PAGE 37 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHEAST CORNER OF SAID LOT; THENCE WESTERLY, ON THE SOUTHERLY LINE OF EIGHTH STREET, 300 FEET; THENCE SOUTHERLY, PARALLEL WITH THE EASTERLY LINE OF CHICAGO AVENUE, 168 FEET; THENCE EASTERLY PARALLEL WITH THE SOUTHERLY LINE OF EIGHTH STREET, 300 FEET, TO THE EASTERLY LINE OF SAID LOT; THENCE NORTHERLY, ALONG THE EASTERLY LINE OF SAID LOT, 168 FEET, TO THE POINT OF BEGINNING. Together with the rents, issues and profits thereof, subject, however, to the right, power and authority hereinafter given to and conferred upon Beneficiary to collect and apply such rents, issues and profits. For the Purpose of Securing (1) payment of the sum of $ 537,500.00 with interest thereon according to the terms of a promissory note or notes of even date herewith made by Trustor, payable to order of the Beneficiary, and extensions or renewals thereof; (2) the performance of each agreement of Trustor incorporated by reference or contained herein or reciting it is so secured; (3) Payment of additional sums and interest thereon which may hereafter be loaned to Trustor, or his or her successors or assigns, when evidenced by a promissory note or notes reciting that they are secured by this Deed of Trust. That Disposition and Development A~reement by and between Trustor and Beneficiary and dated June 6 , 2000 is incorporated herein by reference. A. To prozec[ me security of this Deed of Trust, and with respect to the property above described, Trustor agrees: (1) To keep said property in good condition and repair; not to remove or demolish any building thereon; to complete or restore promptly and in good and workmanlike manner any building which may be constructed, damaged or destroyed thereon and to pay when due all claims for labor performed and materials furnished therefor; to comply with all laws affecting said property or requiring any alterations or improvements to be made thereon; not to commit or permit waste thereof; not to commit, suffer or permit any act upon said property in violation of law; to cultivate, irrigate, fertilize, fumigate, prune and do all other acts which from the character or use of said property may be reasonably necessary, the specific enumerations herein not excluding the general. (2) To provide maintain and deliver to Beneficiary fire insurance satisfactory to and with loss payable to Beneficiary. The amount collected under any fire or other insurance policy may be applied by Beneficiary upon any indebtedness secured hereby and in such order as beneficiary may determine, or at option of Beneficiary the entire amount so collected or any part thereof may be released to Trustor. Such application or release shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to such notice. (3) To appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; and to pay all costs and expenses, including cost of evidence of title and attorney's fees in a reasonable sum, in any action or proceeding in which Beneficiary or Trustee may appear, and in any suit brought by Beneficiary to foreclose this Deed of Trust. (4) To pay: at least ten days before delinquency all taxes and assessments affecting said property, including assessments on appurtenant water stock; when due, all encumbrances, charges and liens, with interest, on said property or any part thereof, which appear to be prior or superior hereto; all costs, fees and expenses of this Trust. Should Trustor fail to make any payment or to do any act as herein provided, then Beneficiary or Trustee, but without obligation so to do and without notice to or demand upon Trustor and without releasing Trustor from any obligation hereof, may: make or do the same in such manner and to such extent as either may deem necessary to protect the security hereof, Beneficiary or Trustee being authorized to enter upon said property for such purposes; appear in and defend any action or proceeding purporting to affect the security hereof or the rights or powers of Beneficiary or Trustee; pay, purchase, contest or compromise any encumbrance, charge, or lien which in the judgement of either appears to be prior or superior hereto; and, in exercising any such powers, pay necessary expenses, employ counsel and pay his or her reasonable fees. T 370 LEGAL (1-94) DE Long Form Page 1