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EXHIBIT "D" <br />DEED OF TRUST <br />RECORDING REQUESTED BY <br />AND WHEN RECORDED MAIL TO: <br />Redevelopment Agency of the <br />City of Redwood City <br />P.O. Box 391 <br />Redwood City, CA 94064 <br />Attn: Redevelopment Director <br />(Space Above for Recorder's Use) <br />DEED OF TRUST WITH ASSIGNMENT OF RENTS <br />This Deed of Trust is made on , 2003 by <br />MP Redwood Court Associates, a California limited partnership, <br />hereinafter called "Trustor ", whose address is 658 Bair Island <br />Road, Suite 300, Redwood City, CA 94063, to <br />, a California Corporation, hereinafter <br />referred to as "Trustee ", whose business address is <br />, California , <br />in favor of the REDEVELOPMENT AGENCY OF THE CITY OF REDWOOD CITY, <br />hereinafter referred to as "Beneficiary ", whose business address is <br />P.O. Box 391, Redwood City, California 94064. <br />Trustor irrevocably grants, transfers, and assigns to <br />Trustee in trust, with power of sale, all of Trustor's right, title <br />and interest in and to that property, including all improvements <br />thereon and easements and rights of way used in connection <br />therewith or as a means of access thereto, in the City of Redwood <br />City, County of San Mateo, State of California, described as <br />follows: <br />SEE EXHIBIT "A" <br />together with the rents, issues and profits thereof, subject <br />however to the right reserved by Trustor in Paragraph C -8 hereof to <br />collect and apply such rents, issues and profits, prior to any <br />default hereunder; for the purpose of securing performance in a <br />timely manner of all of Trustor's obligations under (i) that <br />certain Promissory Note executed contemporaneously herewith (the <br />"Note "), (ii) that certain Owner Participation Agreement dated <br />, 2003 (the "Agreement ") , by and between Trustor <br />and Beneficiary, (iii) that certain Declaration of Affordability <br />D - 1 <br />