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of a grantor and recipient, and that City does not undertake or assume any responsibility for or
<br />duty to Trustor to select, review, inspect, supervise, pass judgment on, or inform Trustor of the
<br />quality, adequacy or suitability of the Security or any other matter. City owes no duty of care to
<br />protect Trustor against negligent, faulty, inadequate or defective building or construction or any
<br />condition of the Security and Trustor agrees that neither Trustor, or Trustor's heirs, successors or
<br />assigns shall ever claim, have or assert any right or action against City for any loss, damage or
<br />other matter arising out of or resulting from any condition of the Security and will hold City
<br />harmless from any liability, loss or damage for these things. Nothing contained herein or the
<br />Regulatory Agreement shall be deemed to create or construed to create a partnership, joint venture
<br />or any relationship other than that of a borrower and lender.
<br />Section 2.12 Indemnity. Tntstor agrees to defend (with counsel acceptable to
<br />Indemnitees), indemnify, and hold City and its elected and appointed officials, officers, employees,
<br />and agents ("Indemnitees") harmless from and against all losses, damages, liabilities, claims,
<br />actions, judgments, costs, and reasonable attorney's fees that the Indemnitees may incur as a direct
<br />or indirect consequence of:
<br />(a) Trustor's failure to perform any obligations as and when.required by the Regulatory
<br />Agreement and this Deed of Trust; or
<br />(b) the failure at any time of any of Trustor's representations or warranties to be true
<br />and correct in any material respect as of the date when made.
<br />Section 2.13 Remedies. Upon Trustor's breach of any covenant or agreement of Trustor
<br />in the Regulatory Agreement or this Deed of Trust, including, but not limited to, the covenants to
<br />pay, when due, any sums secured by this Deed of Trust, City, will mail by express delivery with
<br />delivery receipt, notice to Trustor and Trustor's limited partner specifying; (1) the breach; (2) the
<br />action required to cure such breach; (3) a date, not less than thirty (30) days from the date the
<br />notice is received by Trustor (unless the Regulatory Agreement provides for shorter or no notice)
<br />as shown on the return receipt, by which such breach is to be cured; and (4) if the breach is curable,
<br />that failure to cure such breach on or before the date specified in the notice may result in sale of
<br />the Security. City hereby agrees that any cure of any default made or tendered by one or more of
<br />Trustor's limited partners shall be deemed to be a cure by Tntstor and shall be accepted or rej ected
<br />on the same basis as if made or tendered by Trustor. The notice will also inform Trustor of
<br />Truster's right to bring a court action to assert the nonexistence of default or any other defense of
<br />Trustor sale. If the breach is not cured on or before the date specified in the notice, City, at City's
<br />option, may:
<br />(a) either in person or by agent, with or without bringing any action or proceeding, or
<br />by a receiver appointed by a court, and without regard to the adequacy of its security, enter upon
<br />the Security and take possession thereof (or any part thereof) and of any of the Security, in its own
<br />name or in the name of Trustee, and do any acts which it deems necessary or desirable to preserve
<br />the value or marketability of the Property, or part thereof or interest therein, increase the income
<br />therefrom or protect the security thereof. The entering upon and taking possession of the Security
<br />shall not cure or waive any breach hereunder or invalidate any act done in response to such breach
<br />and, notwithstanding the continuance in possession of the Security, City shall be entitled to
<br />ATTY/AGR/2025.084/920 SHASTA AFFORDABLE HOUSING LAND DONATION AGREEMENT
<br />REV; 10-16-25 VR -
<br />Exhibit H - 7
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