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10/21/08 00:03 FAR
<br />f~003
<br />SUBORDINATION 01= DEED OF TRUST O
<br />(Contlnut:d) Page 2
<br />LENDER'S LIEN," The Superior Indebtedness is Or will be secured by the Real Property and evidenced by a deed
<br />of trust, doled October 20, 2008, from Borrower to Lender (the "Lender's Lien"1 and recorded in Orange
<br />County, State of North Carolina as follows;
<br />Orange County Registry RH ~, Page _ on xx, 2008.
<br />As a condition to the granting of the requested financial accommodations,• Lander has required that the
<br />Lendar'S Lian be end remain superior to the Subordlnated Deed of Trust.
<br />REQUESTED FINANCIAL ACCOMMODATIONS. BenetlCiary, who may or may oat ba the same person or•entlty
<br />as Truster, and Borrower each want Lender to provide finaneial accommodations to Borrower in the form of the
<br />Superior Indebtedness. Borrower and Beneficiary each represent and acknowledge to Lender that Beneficiary
<br />will benefit as a result of these financial aCCOmmodetions from Lender to Borrower, and Beneficiary
<br />acknowledges receipt of valuable consideration for entering into this Subordination.
<br />NOW THEREFORE TWE PARTIES TO THIS 5UBORDINA71ON HEREBY AGREE AS'FOLLOWS:
<br />SUBQROINA71ON. The Subordlnated Deed of Trust and the Subordinated Indebtedness secured by the
<br />Subordlnated Dead of Trust is and shall be subordinated in elf respects to Lender's Lien and the Superior
<br />Indebtedness, and It Is agreed that Lender's Lien shell be and remain, at all tlntas, prior and superior t0 the {ten
<br />of the Subordinated Daed of Trust. Beneficiary also subordinetas to Lender's Lien all other 3artrrity Interest6 in
<br />the Rael Property held by Beneficiary, whether now exlsttng Or hereafter acquired. The words "security
<br />Interest"• mean and include without limitation any type of collateral security, whether in the form of a lien,
<br />charge, mortgage, deed of trust, assignment, pledge, chattel mortgage, chattel trust, lector's lien, equipment
<br />trust, conditional sale, trust receipt, lien or title retention contract, lease or consignment intended as a security
<br />device, or any athei security or lien interest whatsoever, whether created by law, contract, or otherwise.
<br />BENEFICfARY'S REPRESENTATIONS AND WARRANTIES. Beneficlary represents and warrants to Lander that:
<br />{AI no representations or agreements of any kind have been made to Beneficlary which would limit or qualify
<br />in any way the terms of this Subordination; f81 this Subordination is executed at Borrower's request and not at
<br />the request of Lender; IC) Lander has made no representation to Beneficiary as to the creditworthiness of
<br />Borrower; and {D) Beneficiary has eat ~ ed adequate means of obtaining from Borrower on a continuing
<br />basis information regarding Borrower' `tine cla~condition_ Beneficlary agrees to keep adequately Informed
<br />from such means of arty facts, evea~s, o ' ~Irtgl)t4~ances which might in any way affect eeneficlary's risks
<br />under this Subordination, and Benefit;" t~~t~a~~rees that Lander shall have no obligstion to disclose to
<br />Beneficiary information or material acqu)red.~ L6,r~'t9er in t;~ty course of its relationship with Beneficiary.
<br />~r t('i;
<br />BENEFICIARY WAIVERS, Beneficiary waives a 1Fy~f",~ "o re~y(4e Lender; (AI to make, extend, renew, or
<br />modify any loan to Borrower or to grant any ottter'finang5al acctiri~odations to Borrower whatsoever; (B) to
<br />make any presentment, "protest, demand, or• notice of~r>{yr~km't~ rn np notice of any nonpayment of any
<br />Superior Indebtedness secured by Lender's Lien, or notice of any a n`tfr nonactivn on the part of Borrewar,
<br />Lender, any surety, endorser, or other guarantor in connection wltl~;. , e superior Indebtedness, or in connection
<br />with the creation of new or additional indebtedness; IC- to re'~irt for payment ar to proceed directly ar at
<br />onto against any person, includ'+ng Borrower; {D) to proceed directly against or exhaust any collateral held by
<br />Lender from Borrower, any other guarantor, or any other person; (E) to give notice of the terms, lima, and
<br />place of any public or privets sale of personal property saeurity held by Lender from Borrower or to comply
<br />with any other applicable provisions of the Uniform Commercial Code; (F} to pursue any other remedy within
<br />Lender's power; or IG) to Commit any act or omission of any kind, at any time, with respect to any matter
<br />whatsoever.
<br />LENDER'S RIGHTS. lender may take or emit any and all actions with respect to Lender's Lien without
<br />affecting whatsoever any of Lender's rights under this Subordination. In particular, without limitation, Lender
<br />may, without notice of any kind to Beneficiary, iA1 make one or more additional secured or unsecured loans
<br />to Borrewar; {B- repeatedly alter, Compromise, renew, extend, accelerate, or otherwise change the time far
<br />payment or ocher terms of the Superior Indebtedness or any part of it, including increases and decreases of tfte
<br />rate of interest on the Superior tndabtadness; extensions may 6a repeated end may be for longer than the
<br />original loan term; IC) take and hold collateral for the payment of the Superior Indebtedness, And exchange,
<br />enforce, waive, and release any such collateral, with yr without the substitution of new collateral; {D} release,
<br />substitute, agree not to sue, or deal with any one or more of Borrower's sureties, endorsara, or guarar,tvrs on
<br />any teens or manner Lender chooses; IE} determine haw, when and what applleation of payments and
<br />credits, shall be made on the Superior Indebtedness; (F) apply such security and direct the older or manner of
<br />sale of the security, as Lander in its discretion may determine; and IGI transfer this Subordination to another
<br />party.
<br />DEFAULT BY 66RROWER. It Borrower becomes Insolvent or bankrupt, this Subordination shall remain in full
<br />force and effect. Any default by Borrower under the terms of the Subordinated Indebtedness also shall
<br />constitute an event of default under the terms of the•Superior Indebtedness in favor of Lender.
<br />MISCELLANEOUS PROVISIONS. The following miscellaneous provisions ore a port of this 9ubordtnatlon:
<br />Amendments. This Subordbtation constitutes the entire understanding and agreement of the parties as to
<br />the matters set forth in this Subordination. No alteration of or amendment to this Subordinadon shall be
<br />a{Iective unless given in writing and signed by the party or parties sought to be charged or bound by the
<br />alteration or amendment.
<br />Attorneys' Fsas; Expenses. If Louder irscitutea any suit or action to ~nforoa any of the terms of thin
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