General Warranty Deed Form for Texas Real Estate

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					 DEED OF TRUST



THE STATE OF TEXAS                   §
                                     §      KNOW ALL PERSONS BY THESE PRESENTS:
COUNTY OF _________                  §


       This DEED OF TRUST is made as of __________, 200_ by _____________________,
an individual ("Grantor"), to [insert Name of Treasurer], treasurer of [insert Name of
Corporation], as Trustee ("Trustee"), whose address is [insert Street Address, City, State, and
Zip Code], for the benefit of [insert Name of Corporation], a Texas nonprofit corporation
(together with its successors and assigns, "Beneficiary"), whose address is [insert Street
Address, City, State, and Zip Code].

       1.     Definitions

        As used in this Deed of Trust, the following capitalized terms shall have the definitions
set forth below.

       "Applicable Law" means any federal, state or local law, statute, ordinance, code, rule,
       regulation, license, permit, authorization, decision, order, injunction or decree, domestic
       or foreign, applicable to the parties hereto and the transactions contemplated hereby.

       "Loan Agreements" means this Deed of Trust, the Note, the Deed, and any other
       document executed in connection herewith.

       "Note" means the promissory note, dated ________________, 200_, in the original
       principal amount of ______________ Dollars ($____), payable by Grantor to Beneficiary
       in accordance with the terms and conditions thereof, and due in its entirety not later than
       _____________ 1st, ____ ("Maturity Date").

       "Permitted Encumbrances" means all easements, restrictions, covenants, conditions and
       any other encumbrances presently existing and affecting the Property as of the date of the
       Deed.

       "Property" means Lot ________________________ (__), Block _____________
       (____), of ________________, a recorded subdivision in _________ County, Texas,
       according to the map or plat thereof recorded in Volume ___, Page ___ of the Real
       Property Records of ________ County, Texas, together with all other rights and
       appurtenances as described in the Special Warranty Deed with Vendor's Lien given by
       Grantor to Beneficiary dated ________________, 200_ (the "Deed").

       "Secured Obligations" means all principal, interest, fees, reimbursements, and other
       amounts now or hereafter owed by Grantor to Beneficiary under or in connection with the
       Loan Agreements or any transactions contemplated thereby. The indebtedness referred to
        in this paragraph is hereinafter sometimes referred to as the "secured indebtedness" or
       the "indebtedness secured hereby."

       2.      Conveyance

               a.      Grant and Conveyance. To secure the payment and performance of the
                       Secured Obligations, Grantor does hereby GRANT, BARGAIN, SELL,
                       TRANSFER, MORTGAGE, ASSIGN, and CONVEY to Trustee and its
                       successors and substitutes forever, in trust for the benefit of Beneficiary,
                       all of Grantor's estate, right, title, and interest in, to, and under the
                       Property.

       3.      Grantor's Representations

Grantor hereby represents, warrants, and covenants as follows:

               a.      Payment and Performance. Grantor will make due and punctual
payment of the Secured Obligations and Grantor will timely and properly perform and comply
with all other covenants, agreements, and conditions imposed upon it by the Loan Agreements
and will not permit a default to occur thereunder.

                 b.       Title and Permitted Encumbrances. Grantor covenants to preserve and
defend the title to the Property, free and clear of all liens, charges, claims, security interests, and
encumbrances other than the Permitted Encumbrances. Grantor further covenants to preserve the
first priority of the lien established in this Deed of Trust.

                c.      Taxes and Other Impositions. Grantor will pay, or cause to be paid, all
taxes, assessments and other charges or levies imposed upon or against or with respect to the
Property or the ownership, use, occupancy or enjoyment of any portion thereof, or any utility
service thereto, as the same become due and payable, including, but not limited to, all ad valorem
taxes assessed against the Property or any part thereof, and shall deliver promptly to Beneficiary
such evidence of the payment thereof as Beneficiary may reasonably require.

               d.     Insurance. Grantor will obtain and maintain, in a form acceptable to
Beneficiary, an insurance policy that:

                       (i)     covers all improvements now existing or hereafter erected on the
                               Property for their full insurable value as determined when the
                               policy is issued and renewed, unless Beneficiary approves a
                               smaller amount in writing;

                       (ii)    contains an 80 percent (80%) coinsurance clause;

                       (iii)   provides fire and extended coverage, including windstorm
                               coverage;

                       (iv)    protects Beneficiary with a standard mortgage clause;
                        (v)    provides flood insurance at any time the Property is in a flood
                              hazard area; and

                      (vi)    contains such other coverage as Beneficiary may reasonably
                              require.

        Grantor further agrees that (i) upon request, Grantor will deliver to Beneficiary the
original policies evidencing such insurance, any additional insurance which shall be taken out
upon any part of the Property and receipts evidencing the payment of all premiums; (ii) Grantor
will deliver certificates evidencing renewals of all such policies of insurance to Beneficiary at
least fifteen (15) days before any such policies then in force concerning the Property expire;
(iii) Grantor will comply at all times with the requirements of the 80 percent (80%) coinsurance
clause; and (iv) Grantor will keep any buildings occupied as required by all insurance policies.

               e.      Maintenance and Repair. Grantor will keep the Property in good
working order, repair, and condition (reasonable wear and tear excepted), causing all necessary
repairs, renewals, replacements and maintenance to be promptly made, and will not allow any of
the Property to be misused, abused or wasted or to deteriorate. Notwithstanding the foregoing,
Grantor will not, without the prior written consent of Beneficiary, which consent shall not be
unreasonably withheld, make any structural alteration to the Property or any other alteration
thereto that impairs the value thereof.

               f.      No Other Liens. Grantor will not, without the prior written consent of
Beneficiary, create, place or permit to be created or placed, or through any act or failure to act,
acquiesce in the placing of, or allow to remain, any deed of trust, mortgage, voluntary or
involuntary lien, whether statutory, constitutional or contractual, security interest, encumbrance
or charge, or conditional sale or other title retention document, against or covering the Property,
or any part thereof, other than the Permitted Encumbrances, and should any of the foregoing
become attached hereafter in any manner to any part of the Property without the prior written
consent of Beneficiary, Grantor will cause the same to be promptly discharged and released.

         Grantor will own all parts of the Property, subject to Permitted Encumbrances, and will
not acquire any fixtures, equipment or other property forming a part of the Property pursuant to a
lease, license, security agreement or similar agreement, whereby any party has or may obtain the
right to repossess or remove same, without the prior written consent of Beneficiary. If
Beneficiary consents to the voluntary grant by Grantor of any lien, security interest, or other
encumbrance (hereinafter called a "Subordinate Mortgage") covering any of the Property or if
the foregoing prohibition is determined by a court of competent jurisdiction to be unenforceable
as to a Subordinate Mortgage, any such Subordinate Mortgage shall contain express covenants to
the effect that: (i) the Subordinate Mortgage is unconditionally subordinate to this Deed of Trust;
(ii) written notice of default under the Subordinate Mortgage and written notice of the
commencement of any action (whether judicial or pursuant to a power of sale) to foreclose or
otherwise enforce the Subordinate Mortgage or to seek the appointment of a receiver for all or
any part of the Property shall be given to Beneficiary with or immediately after the occurrence of
any such default or commencement; and (iii) neither the holder of the Subordinate Mortgage, nor
any purchaser at foreclosure thereunder, nor anyone claiming by, through or under any of them
shall succeed to any of Grantor's rights hereunder without the prior written consent of
 Beneficiary. This Deed of Trust shall remain superior to all Subordinate Mortgages and any
other liens later created notwithstanding that the time of payment of all or part of the Note may
be extended or part of the Property may be released.

                g.      Compliance with Legal Requirements. The Property and the use,
operation and maintenance thereof and all activities thereon do and shall at all times comply with
all applicable Legal Requirements (defined below) in all material respects. Grantor will not use
or occupy or conduct any activity on, or allow the use or occupancy of or the conduct of any
activity on, the Property in any manner that violates any Legal Requirement in any material
respect or that constitutes a public or private nuisance or that makes void, voidable or cancelable,
or increases the premium of, any insurance then in force with respect thereto. The term "Legal
Requirement" means any Applicable Law, agreement, covenant, restriction, easement or
condition (including, without limitation of the foregoing, any condition or requirement imposed
by any insurance or surety company), as any of the same now exists or may be changed or
amended or come into effect in the future.

                h.     Further Assurances. Grantor agrees to execute, acknowledge, and
deliver to Beneficiary any document requested by Beneficiary from time to time to: (i) correct
any defect, error or omission that may be discovered in the contents, execution or
acknowledgment of this Deed of Trust or any other Loan Agreement; (ii) comply with Grantor's
obligations under this Deed of Trust and any other Loan Agreement; and (iii) protect, perfect, or
preserve the liens under this Deed of Trust and the Note against third persons or make any
recordings, file any notices, or obtain any consents requested by Beneficiary in connection
therewith. Grantor shall pay all costs connected with any of the foregoing, which shall be a
demand obligation owing by Grantor (which Grantor hereby promises to pay) to Beneficiary
pursuant to this Deed of Trust.

                i.      Performance by Beneficiary on Grantor's Behalf. Grantor agrees that,
if Grantor fails to perform any act or to take any action that under any Loan Agreement Grantor
is required to perform or take, or to pay any money that under any Loan Agreement Grantor is
required to pay, and whether or not the failure then constitutes a default thereunder, and whether
or not there has occurred any default or defaults hereunder or the secured indebtedness has been
accelerated, and upon Grantor’s failure to take such action or pay such money within sixty (60)
days after Beneficiary has delivered to Grantor a written request to take any action or pay
money, Beneficiary, in Grantor's name or its own name, may, but shall not be obligated to,
perform or cause to be performed such act or take such action or pay such money, and any
reasonable expenses so incurred by Beneficiary and any money so paid by Beneficiary shall be a
demand obligation owing by Grantor to Beneficiary (which obligation Grantor hereby promises
to pay), shall be a part of the indebtedness secured hereby, and Beneficiary, upon making such
payment, shall be subrogated to all of the rights of the person, entity or body politic receiving
such payment. Beneficiary and its designees shall have the right upon reasonable notice and
under reasonable conditions to enter upon the Property for any such purposes. No such payment
or performance by Beneficiary shall waive or cure any default or waive any right, remedy or
recourse of Beneficiary. Any such payment made by Beneficiary becomes an amount due and
owing by Grantor to Beneficiary pursuant to this Deed of Trust and shall bear interest, from the
date such amount becomes due until paid, at the rate per annum set forth in the Note for interest
on past due principal owed on the Secured Obligations but never in excess of the maximum
 nonusurious amount permitted by Applicable Law, which interest shall be payable to
Beneficiary on demand; and all such amounts, together with such interest thereon, shall
automatically and without notice be a part of the indebtedness secured hereby.

       4.      Restrictive Covenants

Grantor hereby unconditionally covenants and agrees as follows:

                a.      No Criminal Activity. No resident residing on the Property, their guest
or person under their control shall engage in or facilitate criminal activity on the Property, in any
building on the Property, or in streets bordering the Property. This includes, without limiting the
foregoing: (i) the illegal manufacture, sale, distribution, use or possession with the intent to
manufacture, sell, distribute or use a controlled substance as defined in Section 102 of the
Controlled Substances Act (21 U.S.C. § 802); (ii) the unlawful discharge of firearms; and (iii) all
acts or threats of violence, harming, or intending to harm a person or property.

                b.      Occupation of the Property; No Transfer. Grantor shall use, occupy
and establish the Property as Grantor's principal residence, unless Beneficiary otherwise agrees
in writing. Any sale, lease, sublease, conveyance, assignment, pledge, encumbrance, or transfer
of all or any part of the Property or any interest therein, voluntarily or involuntarily, whether by
operation of law or otherwise is prohibited except to the extent allowed by Applicable Law or
unless Beneficiary otherwise agrees in writing. If Grantor transfers all or any part of the
Property or any interest therein by sale, lease, sublease, renting or other means, or ceases to
personally occupy the Property without Beneficiary's prior written consent, such act by Grantor
shall constitute an Event of Default pursuant to Section 5.1(b) hereof and Section 5.1(b) of the
Note, except to the extent such act is allowed by Applicable Law, and Beneficiary shall be
entitled to exercise the rights and remedies against Grantor set forth herein and in the Note for
such Event of Default.

                 c.      Compliance with City Ordinances. Grantor shall comply with and use
the Property in accordance with code of ordinances for Big Spring, Texas and all other land use
restrictions applicable to the Property from time to time; provided, however, that any provisions
that restrict the sale, rental, or use of the property on the basis of race, color, religion, sex, or
national origin are unenforceable.

       5.      Default.

               a.      Event of Default. The occurrence of any one of the following shall be a
                       default under this Deed of Trust ("Event of Default"):

                        (i)    Failure to Pay Indebtedness. Any of the principal of or accrued
interest on the Note is not paid when due;

                       (ii)   Nonperformance of Covenants. Any covenant, agreement or
condition herein or in any other Loan Agreement is not fully and timely performed, observed or
kept, and such failure is not cured within the applicable grace period provided for herein or in
such other Loan Agreement;
                       (iii)   False Representations. The discovery that any representation or
warranty of Grantor in any of the Loan Agreements was false, misleading or erroneous in any
material respect on the date as of which such statement, representation or warranty was made,
and such statement, representation or warranty is not made true and correct (as of the time such
corrective action is taken) within the applicable cure period provided for in such Loan
Agreement;

                        (iv)    Bankruptcy or Insolvency. Grantor or any person liable, directly
or indirectly, for any of the secured indebtedness:

                                (1)    (1) Executes an assignment for the benefit of creditors, or
takes any action in furtherance thereof, or (2) admits in writing its inability to pay, or fails to pay,
its debts generally as they become due; or (3) as a debtor, files a petition, case, proceeding or
other action pursuant to, or voluntarily seeks the benefit or benefits of, Title 11 of the United
States Code as now or hereafter in effect or any other law, domestic or foreign, as now or
hereafter in effect relating to bankruptcy, insolvency, liquidation, receivership, reorganization,
arrangement, composition, extension or adjustment of debts, or similar laws affecting the rights
of creditors (Title 11 of the United States Code and such other laws being herein called "Debtor
Relief Laws"), or takes any action in furtherance thereof, or (4) seeks the appointment of a
receiver, trustee, custodian or liquidator of the Property or any part thereof or of any significant
portion of its other property; or

                                 (2)    (1) Suffers the filing of a petition, case, proceeding or other
action against it as a debtor under any Debtor Relief Law or seeking appointment of a receiver,
trustee, custodian or liquidator of the Property or any part thereof or of any significant portion of
its other property, and admits, acquiesces in or fails to contest diligently the material allegations
thereof, or (2) the petition, case, proceeding or other action results in entry of any order for relief
or order granting relief sought against it, or (3) in a proceeding under the Federal Bankruptcy
Code, the case is converted from one chapter to another, or (4) fails to have the petition, case,
proceeding or other action permanently dismissed or discharged on or before the earlier of trial
thereon or ninety (90) days next following the date of its filing; and

                       (v)     Other Loan Agreements. A default or event of default occurs
under any Loan Agreement, other than this Deed of Trust, and the same is not remedied within
the applicable cure period (if any) provided in such Loan Agreement.

                b.     Notice and Cure. Notwithstanding any other provision of this Deed of
Trust, in the event of a default, before exercising any of Beneficiary's remedies under this Deed
of Trust or the Note it secures, Beneficiary shall first give Grantor written notice of default and
Grantor shall have sixty (60) days after notice is given (or such longer period of time to which
Lender may consent in its sole discretion) in which to cure the default; provided, however,
Lender's extension of any period in which to cure a default shall apply only to the subject default
and not to any subsequent default. IF THE DEFAULT IS NOT CURED SIXTY (60) DAYS
AFTER NOTICE (OR SUCH LONGER PERIOD TO WHICH LENDER MAY HAVE
CONSENTED), GRANTOR WAIVES ANY FURTHER NOTICE AND DEMAND FOR
PAYMENT, PRESENTATION FOR PAYMENT, NOTICE OF INTENTION TO
 ACCELERATE MATURITY, NOTICE OF ACCELERATION OF MATURITY, PROTEST,
AND NOTICE OF PROTEST, TO THE EXTENT PERMITTED BY APPLICABLE LAW.

       6.      Remedies.

              a.    Remedies. Upon the occurrence of an Event of Default by Grantor,
Beneficiary may, at its option, through Trustee or otherwise, exercise one or more of the
following remedies:

                      i.      General Legal Remedies.          Beneficiary may take any action
                              available at law or in equity.

                    ii.       Acceleration. Beneficiary may declare any or all of the Secured
                              Obligations immediately due and payable.

                    iii.      Judicial Foreclosure. Beneficiary may foreclose on the Property
                              in any manner permitted by the courts of or in the State of Texas.
                              Any foreclosure suit may be brought by Trustee or Beneficiary. If
                              Beneficiary or Trustee should institute a suit for the collection of
                              the Secured Obligations and for the foreclosure of this Deed of
                              Trust, Beneficiary may at any time before the entry of a final
                              judgment dismiss the same, and take any other action permitted by
                              this Deed of Trust.

                    iv.       Nonjudicial Foreclosure.

                                (1)    Upon the occurrence of any Event of Default, Trustee, or
his successor or substitute, is hereby authorized and empowered at the request of Beneficiary to
sell the Property or any part thereof at the county courthouse of the county in which the Property
is situated, at public sale conducted in accordance with the applicable provisions of the Texas
Property Code.

                                (2)    The Property may be sold in whole or in parts, as
Beneficiary directs, and any sale may be adjourned by announcement at the time and place
appointed for such sale without further notice except as may be required by law. The sale of less
than the whole of the Property shall not exhaust the power of sale herein granted, and there may
be successive sales until the whole of the Property shall be sold; and if the proceeds of such sale
of less than the whole of the Property shall be less than the aggregate of the Secured Obligations
and the expense of executing this Deed of Trust as provided herein, this Deed of Trust and the
lien hereof shall remain in full force and effect as to the unsold portion of the Property just as
though no sale had been made; provided, however, that Grantor shall never have any right to
require the sale of less than the whole of the Property but Beneficiary shall have the right to
request Trustee to sell less than the whole of the Property.

                              (3)     In the event any sale hereunder is not completed or is
defective in the opinion of Beneficiary, such sale shall not exhaust the power of sale hereunder
and Beneficiary shall have the right to cause a subsequent sale or sales to be made hereunder.
                               (4)     After each sale, Trustee shall make to the purchaser or
purchasers at such sale good and sufficient conveyances in the name of Grantor, conveying the
property so sold to the purchaser or purchasers with general warranty of title by Grantor, subject
to the Permitted Encumbrances, and shall receive the proceeds of said sale or sales and apply the
same as herein provided.

                                 (5)     In case of any sale hereunder, all prerequisites to the sale
shall be presumed to have been performed. Any and all statements of fact or other recitals made
in any deed or deeds given by Trustee or any successor or substitute appointed hereunder as to
nonpayment of the indebtedness secured hereby or as to the occurrence of any Event of Default,
or as to Beneficiary having declared all of said indebtedness to be due and payable, or as to the
request to sell, or as to notice of time, place and terms of sale and the properties to be sold having
been duly given, or as to the refusal, failure or inability to act of Trustee or any substitute or
successor trustee, or as to the appointment of any substitute or successor trustee, or as to any
other act or thing having been duly done by Beneficiary or by such Trustee, substitute or
successor, shall be taken as prima facie evidence of the truth of the facts so stated and recited.
Trustee or his successor or substitute may appoint or delegate any one or more persons as agent
to perform any act or acts necessary or incident to any sale held by Trustee, including the posting
of notices and the conduct of sale, but in the name and on behalf of Trustee, his successor or
substitute.

                               (6)    In addition to the requirements set forth above, in carrying
out a foreclosure sale authorized hereunder, Trustee shall comply in full with all requirements of
Section 51.002 of the Texas Property Code, including, without limitation, the requirement of
filing a written notice of the proposed sale in the office of the county clerk of each county in
which the Property is situated at least twenty (20) days before the date of such sale. It is
expressly agreed by Grantor that to the extent Section 51.003 of the Texas Property Code, or any
amendment thereto, requires that the "fair market value" of the Property shall be determined as
of the foreclosure date in order to enforce a deficiency against Grantor or any other party liable
for repayment of the Secured Obligations, the term "fair market value" shall include those
matters required by law and shall also include the additional factors set forth below:

                                      (a)     The Property is to be valued "AS-IS" and "WITH
ALL FAULTS" and there shall be no assumption of, restoration of or refurbishment of
improvements, if any, after the date of the foreclosure;

                                       (b)     There shall be an assumption of prompt resale of
the Property for an all cash sales price by the purchaser at the foreclosure sale;

                                       (c)   An offset to the fair market value of the Property, as
determined hereunder, shall be made by deducting from such value the reasonable estimated
closing costs relating to the sale of the Property, including but not limited to brokerage
commissions, title policy expenses, tax prorations, escrow fees, and other common charge which
are incurred by a seller of property; and

                                  (d)    After consideration of the factors required by law
and those required above, an additional discount factor shall be calculated based upon the
 estimated time it will take to effectuate a sale of the Property so that the "fair market value" as
so determined is discounted to be as of the date of the foreclosure sale of the Property.

                      v.      Entry on Property. Beneficiary is authorized, prior or subsequent
to the institution of any foreclosure proceedings, to the fullest extent permitted by Applicable
Law, to enter upon the Property, or any part thereof, and to take possession of the Property and
to exercise without interference from Grantor any and all rights that Grantor has with respect to
the management, possession, operation, protection or preservation of the Property. All costs,
expenses and liabilities of every character incurred by Beneficiary in managing, operating,
maintaining, protecting or preserving the Property shall constitute a demand obligation of
Grantor (which obligation Grantor hereby promises to pay) to Beneficiary pursuant to this Deed
of Trust.

                     vi.       Other Rights and Remedies. Beneficiary may exercise any and
all other rights and remedies that Beneficiary may have under the Loan Agreements, or at law or
in equity or otherwise.

                b.     Grantor's Waiver of Certain Rights. To the full extent Grantor may do
so, Grantor agrees that Grantor will not at any time insist upon, plead, claim or take the benefit
or advantage of any law now or hereafter in force providing for any appraisement, valuation,
stay, extension or redemption, and Grantor, to the extent permitted by Applicable Law, hereby
waives and releases the same and all rights to a marshaling of the assets of Grantor, including the
Property, or to a sale in inverse order of alienation in the event of foreclosure of the liens or
security interests hereby created. Grantor shall not have or assert any right under any statute or
rule of law pertaining to the marshaling of assets, sale in inverse order of alienation, the
exemption of homestead, the administration of estates of decedents, or other matters whatever to
defeat, reduce or affect the right of Beneficiary under the terms of this Deed of Trust.

               c.     Proceeds of Foreclosure. Unless otherwise specified herein, any cash
proceeds received by Beneficiary from the sale of, collection of, or other realization upon any
part of the Property or any other amounts received hereunder by Beneficiary may be, at the
discretion of Beneficiary: (i) held by Beneficiary in one or more accounts as cash collateral for
the Secured Obligations or (ii) applied to the Secured Obligations.

                     i.       Amounts applied to the Secured Obligations shall be applied in the
                              following order:

                              1.      First, to the payment of all necessary costs and expenses
incident to such foreclosure sale, including but not limited to, all reasonable attorneys' fees and
legal expenses, all court costs and charges of every character, and a reasonable fee (not
exceeding five percent (5%) of the gross proceeds of such sale) to Trustee acting under the
provisions of Sections 6(a)(iv) or 6(a)(v) hereof if foreclosed by power of sale as provided in
said Sections;

                            2.     Second, to the payment of the Secured Obligations in the
order determined by Beneficiary in Beneficiary's sole discretion, including specifically without
 limitation the principal, accrued interest and attorneys' fees due and unpaid and owed to
Beneficiary; and

                              3.      Third, the remainder, if any there shall be, shall be paid to
Grantor, or such other persons (including the holder or beneficiary of any inferior lien) as may be
entitled thereto by law.

                d.      Beneficiary as Purchaser. Beneficiary shall have the right to become the
purchaser of the Property at any foreclosure sale by offering the highest bid, and Beneficiary
shall have the right to have the bid credited on the Secured Obligations.

               e.      Delivery of Possession After Foreclosure. In the event there is a
foreclosure sale hereunder and at the time of such sale, Grantor is occupying or using the
Property, or any part thereof, Grantor shall immediately surrender possession to the purchaser at
such sale. If Grantor fails to surrender possession of the Property, Grantor shall immediately
become the tenant at sufferance of the purchaser, and the purchaser shall be entitled to institute
and maintain a summary action for possession of the property (such as an action for forcible
detainer) in any court having jurisdiction.

                   f. Remedies Cumulative. All rights and remedies provided for herein and
in any other Loan Agreement are cumulative of each other and of any and all other rights and
remedies existing at law or in equity, and Trustee and Beneficiary shall, in addition to the rights
and remedies provided herein or in any other Loan Agreement, be entitled to avail themselves of
all such other rights and remedies as may now or hereafter exist at law or in equity for the
collection of the Secured Obligations and the enforcement of the covenants herein and the
foreclosure of the liens evidenced hereby, and the resort to any right or remedy provided for
hereunder or under any such other Loan Agreement or provided for by law or in equity shall not
prevent the concurrent or subsequent employment of any other appropriate right or rights or
remedy or remedies.

                   g. No Waiver by Beneficiary. Grantor represents that the debt evidenced by
the Note is secured both by this Deed of Trust and by a vendor's lien on the Property, which is
expressly retained in the Deed. This Deed of Trust does not waive the vendor's lien retained in
the Deed, and the two liens and the rights created by this Deed of Trust shall be cumulative.
Beneficiary may elect to foreclose under either of the liens without waiving the other or may
foreclose under both.

                    h. Costs of Enforcement. Grantor promises to pay all reasonable expenses
of collection, including without limitation, reasonable attorney's fees, trustee's fees, court costs
and other fees and expenses, incurred by Beneficiary in enforcing Beneficiary's rights under this
Deed of Trust if this Deed of Trust is placed in the hands of an attorney to collect or enforce the
Deed of Trust. Such expenses shall constitute a demand obligation of Grantor (which obligation
Grantor hereby promises to pay) to Beneficiary pursuant to this Deed of Trust.

       7.      Trustee.

              a.     Substitute Trustee. Trustee may resign by an instrument in writing
addressed to Beneficiary, or Trustee may be removed at any time with or without cause by an
  instrument in writing executed by Beneficiary. In case of the death, resignation, removal, or
disqualification of Trustee, or if for any reason Beneficiary shall deem it desirable to appoint a
substitute or successor trustee to act instead of Trustee or any substitute or successor trustee, then
Beneficiary shall have the right and is hereby authorized and empowered to appoint a successor
trustee, or a substitute trustee, without other formality than appointment and designation in
writing executed by Beneficiary and the authority hereby conferred shall extend to the
appointment of other successor and substitute trustees successively until the indebtedness
secured hereby has been paid in full, or until the Property is fully and finally sold hereunder. If
Beneficiary is a corporation or association and such appointment is executed on its behalf by an
officer of such corporation or association, such appointment shall be conclusively presumed to
be executed with authority and shall be valid and sufficient without proof of any action by the
board of directors or any superior officer of the corporation or association. Upon the making of
any such appointment and designation, all of the estate and title of Trustee in the Property shall
vest in the named successor or substitute trustee and he shall thereupon succeed to, and shall
hold, possess and execute, all the rights, powers, privileges, immunities and duties herein
conferred upon Trustee. All references herein to "Trustee" shall be deemed to refer to Trustee
(including any successor or substitute appointed and designated as herein provided) from time to
time acting hereunder.

                 b.       No Liability of Trustee. Trustee shall not be liable for any error of
judgment or act done by Trustee in good faith, or be otherwise responsible or accountable under
any circumstances whatsoever, except for Trustee's negligence or willful misconduct. Trustee
shall have the right to rely on any instrument, document or signature authorizing or supporting
any action taken or proposed to be taken by him hereunder, believed by him in good faith to be
genuine. All moneys received by Trustee shall, until used or applied as herein provided, be held
in trust for the purposes for which they were received, but need not be segregated in any manner
from any other moneys (except to the extent required by law), and Trustee shall be under no
liability for interest on any moneys received by him hereunder. Grantor hereby ratifies and
confirms any and all acts that the herein named Trustee or his successor or successors, substitute
or substitutes, in this trust, shall do lawfully by virtue hereof. Grantor will reimburse Trustee for,
and save him harmless against, any and all liability and expenses that may be incurred by him in
the performance of his duties.

       8.      General Provisions.

               a.      Condemnation. Grantor hereby assigns to Beneficiary all amounts
payable to or received by Grantor with respect to any casualty or condemnation to all or part of
the Property, including any property insurance proceeds, condemnation awards, proceeds from
actions, and any other proceeds and shall, if an Event of Default has occurred, be paid directly to
Beneficiary. After deducting any expenses incurred, including attorney's fees and court and
other costs, Beneficiary shall either release any remaining amounts to Grantor or apply such
amounts to reduce the Note.

                b.      Subrogation to Existing Liens; Vendor's Lien. To the extent that
proceeds of the Secured Obligations are used to pay indebtedness secured by any outstanding
lien, security interest, charge or prior encumbrance against the Property, Beneficiary shall be
subrogated to any and all rights, security interests and liens owned by any owner or holder of
  such outstanding liens, security interests, charges or encumbrances, however remote,
irrespective of whether said liens, security interests, charges or encumbrances are released, and
all of the same are recognized as valid and subsisting and are renewed and continued and merged
herein to secure the secured indebtedness, but the terms and provisions of this Deed of Trust
shall govern and control the manner and terms of enforcement of the liens, security interests,
charges and encumbrances to which Beneficiary is subrogated hereunder.

               c.      Application of Payments to Certain Indebtedness. If any part of the
secured indebtedness cannot be lawfully secured by this Deed of Trust or the Note or if any part
of the Property cannot be lawfully subject to the lien and security interest hereof to the full extent
of such indebtedness, then all payments made shall be applied on said indebtedness first in
discharge of that portion thereof that is not secured by this Deed of Trust.

                 d.     Compliance with Usury Laws. It is the intent of Grantor and Beneficiary
to conform to and contract in strict compliance with applicable usury law from time to time in
effect. All agreements between Beneficiary and Grantor are hereby limited by the provisions of
this Section that shall override and control all such agreements, whether now existing or
hereafter arising. In no way, nor in any event or contingency (including but not limited to
prepayment, default, demand for payment, or acceleration of the maturity of any obligation),
shall the interest taken, reserved, contracted for, charged, chargeable, or received under this Deed
of Trust, the Note, or any other document entered into in connection herewith or otherwise,
exceed the maximum nonusurious amount permitted by Applicable Law (the "Maximum
Amount"). If, from any possible construction of any document, interest would otherwise be
payable in excess of the Maximum Amount, any such construction shall be subject to the
provisions of this Section and such document shall be automatically reformed and the interest
payable shall be automatically reduced to the Maximum Amount, without the necessity of
execution of any amendment or new document. If Beneficiary shall ever receive anything of
value that is characterized as interest under Applicable Law and that would apart from this
provision be in excess of the Maximum Amount, an amount equal to the amount that would have
been excessive interest shall, without penalty, be applied to the reduction of the principal amount
owing on the secured indebtedness in the inverse order of its maturity and not to the payment of
interest, or refunded to Grantor if and to the extent such amount that would have been excessive
exceeds such unpaid principal. The right to accelerate maturity of the Secured Obligations or
any other secured indebtedness does not include the right to accelerate any interest that has not
otherwise accrued on the date of such acceleration, and Beneficiary does not intend to charge or
receive any unearned interest in the event of acceleration. All interest paid or agreed to be paid
to Beneficiary shall, to the extent permitted by Applicable Law, be amortized, prorated, allocated
and spread throughout the full stated term (including any renewal or extension) of such
indebtedness so that the amount of interest on account of such indebtedness does not exceed the
Maximum Amount.

                e.    Severability. A determination that any provision of this Deed of Trust is
unenforceable or invalid shall not affect the enforceability or validity of any other provision and
the determination that the application of any provision of this Deed of Trust to any person or
circumstance is illegal or unenforceable shall not affect the enforceability or validity of such
provision as it may apply to other persons or circumstances.
                f.     Titles; Construction. Within this Deed of Trust, words in the singular
number shall be held and construed to include the plural, unless the context otherwise requires.
Titles appearing at the beginning of any subdivisions hereof are for convenience only, do not
constitute any part of such subdivisions, and shall be disregarded in construing the language
contained in such subdivisions.

                g.     Governing Law. This Deed of Trust and its validity, enforcement and
interpretation shall be construed in accordance with and governed by the laws of the State of
Texas (without regard to any conflict of laws principles) and applicable United States' federal
law.

               h.       Release of Deed of Trust. If all of the secured indebtedness be paid as
the same becomes due and payable as provided in the Note and all of the covenants, warranties,
undertakings and agreements made in this Deed of Trust are kept and performed, then, and in
that event only, all rights under this Deed of Trust shall terminate and the Property shall become
wholly clear of the liens, security interests, conveyances and assignments evidenced hereby, and
such liens and security interests shall be released by Beneficiary in due form at Grantor's cost.

                i.      Notices. All notices, requests, consents, demands and other
communications required or that any party desires to give hereunder or under any other Loan
Agreement shall be in writing and, unless otherwise specifically provided in such other Loan
Agreement, shall be deemed sufficiently given or furnished if delivered by personal delivery, by
courier, or by registered or certified United States mail, postage prepaid, addressed to the party to
whom directed at the addresses specified at the end of this Deed of Trust (unless changed by
similar notice in writing given by the particular party whose address is to be changed) or by
telegram, telex, or facsimile. Any such notice or communication shall be deemed to have been
given either at the time of personal delivery or, in the case of courier or mail, as of the date of
first attempted delivery at the address and in the manner provided herein, or, in the case of
telegram, telex or facsimile, upon receipt; provided that, service of a notice required by Texas
Property Code Section 51.002, as amended, shall be considered complete when the requirements
of that statute are met. Notwithstanding the foregoing, no notice of change of address shall be
effective except upon receipt. This Section shall not be construed in any way to affect or impair
any waiver of notice or demand provided in any Loan Agreement or to require giving of notice
or demand to or upon any person in any situation or for any reason.

              j.      Binding Effect. This Deed of Trust shall be binding upon and inure to the
benefit of Grantor and Beneficiary and their respective successors and assigns, except that
Grantor may not assign its obligations hereunder or any interest herein without the prior written
consent of Beneficiary.

                               [Remainder of page intentionally left blank.]
         IN WITNESS WHEREOF, this instrument is executed by Grantor as of the date first
written above.

                                            GRANTOR:

                                            _________________________
                                            Signature of Grantor

                                            _________________________
                                            Name of Grantor (please print)


  Address of Grantor:
  __________________________
  __________________________
  __________________________
  County (required):___________


  Address of Beneficiary:                         Address of Trustee:
  __________________________                      Attention: [insert Name of Trustee]
  __________________________                      ____________________________
  __________________________                      ____________________________
                                                  ____________________________


  After recording return to:
  Attention: [insert Name of Executive
  Director]
  ____________________________
  ____________________________
  ____________________________



THE STATE OF TEXAS                §
                                  §
COUNTY OF _________               §


This instrument was acknowledged before me on _______, 200_ by ________________.


                                            Notary Public in and for the State of Texas
                                            Name:
                                            My commission expires:

				
DOCUMENT INFO
Description: General Warranty Deed Form for Texas Real Estate document sample