DEED OF TRUST, SECURITY AGREEMENT, ASSIGNMENT OF RENTS AND LEASES, AND FIXTURE FILING

Exhibit 10.3

WHEN RECORDED MAIL TO:

Kutak Rock LLP

8601 North Scottsdale Road, Suite 300

Scottsdale, Arizona 85253

Attention: Lynn T. Ziolko, Esq.

DEED OF TRUST, SECURITY AGREEMENT,

ASSIGNMENT OF RENTS AND LEASES, AND FIXTURE FILING

(CALIFORNIA)

THIS DEED OF TRUST ALSO CONSTITUTES AND IS FILED AS A FIXTURE FILING UNDER THE CALIFORNIA UNIFORM COMMERCIAL CODE.

This Deed of Trust, Security Agreement, Assignment of Rents and Leases, and Fixture Filing (“ Deed of Trust ”) is made as of August 3, 2009 (“ Execution Date ”), by and among Quest Software, Inc., a Delaware corporation, as “ Trustor ”, the successor by merger to Quest Software, Inc., a Delaware corporation, whose mailing address is 5 Polaris Way, Aliso Viejo, CA 92656; (ii) Mutual of Omaha Bank, a federally chartered thrift, as “ Beneficiary ”, whose mailing address is 4657 MacArthur Court, Suite 1480, Newport Beach, CA 92660; and (iii) Fidelity National Title Company, a California corporation, as “ Trustee ”, whose mailing address is 1737 North First Street, Suite 100, San Jose, CA 95112.

PRELIMINARY STATEMENT

Trustor holds fee title interest in the real property situated in the County of Orange, State of California, more particularly described on the attached Exhibit “A” (referred to interchangeably as either the “ Real Property ” or the “ Premises ”).

GRANTING CLAUSES

1. Grant in Trust . Trustor irrevocably grants, conveys, and transfers to Trustee, its successors and assigns, in trust, pursuant to this Deed of Trust and California law, with power of sale and right of entry and possession, all of Trustor’s right, title, and interest in and to the Premises. The Premises are conveyed by Trustor in trust together with all present and future tenements, hereditaments, rights, rights-of-way, easements, privileges, licenses, benefits, and appurtenances that belong to the Premises or are necessary for the operation of the Premises (all as part of the premises conveyed), which will include, but is not limited to, the following property:

(a) All buildings, improvements, fixtures, and equipment (whether or not annexed to the Premises) now or in the future located on, used in connection with, or intended to be used in connection with the Premises including, without limiting the generality of the foregoing, all machinery, materials, appliances, and fixtures for generating or distributing air, water, heat, electricity, light, or fuel refrigeration, for ventilating, cooling, or sanitary purposes, for the exclusion of vermin or insects, and for the removal of dust, refuse, or garbage, all wall safes, engines, machinery, boilers, furnaces, oil burners, coolers, refrigeration plants, motors, cabinets, shelving, lockers, partitions, doors, vaults, elevators, sprinkling systems, irrigating systems, awnings, window shades, shutters, venetian blinds, light fixtures, fire hoses, fire brackets, fire boxes, fire sprinklers, alarm systems, drapery rods, brackets, screens, floor tile, linoleum, carpets, plumbing, water systems, power systems, incinerators, communication systems, appliances, built-in furniture, and built-in bars, and all other installations and appliances on the Premises (and all substitutions and replacements for all of the foregoing). All of the items described in this subparagraph are declared to be part of the real property and are called collectively the “ Improvements ”;

(b) Oil, gas, soil, and/or mineral rights including, without limitation, any related royalties;

(c) All water and water rights (whether riparian, appropriative, or otherwise and whether or not appurtenant to the Premises) which now relate to or in the future may relate to or be used in connection with the Premises;

(d) All shares of stock evidencing any water rights;

(e) All privileges and other rights that are now or in the future may become appurtenant to the Premises including, without limitation, all of Trustor’s right, title, and interest in and to all streets, roads, easements, rights-of-way, and public places, whether opened or proposed or public or private;

(f) All rents, issues, lease payments, incomes, profits, revenues, bonuses, rights, and benefits (collectively, the “ Rents ”) from or under any and all existing and future leases, tenancies, or other use and occupancy agreements created on all or any part of the Premises with the right to receive and apply the Rents to the Obligations;

(g) All current and future judgments, awards of damages, and settlements made as a result of any Condemnation or made as a result of any damage (whether caused by a taking or otherwise) to the Premises or the Improvements or any part of or interest in the Premises, including any award for change of grade or width of streets;

(h) All right, title, and interest of Trustor in and to any insurance proceeds payable to Trustor with respect to all or any portion of the Premises, including, without limitation, the Trust Property;

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(i) All monetary deposits that Trustor has given to any public or private utility with respect to utility services furnished to the Premises;

(j) All funds, accounts, instruments, documents, general intangibles (including trademarks, trade names, and symbols) permits, licenses, franchises, certificates, and other rights and privileges obtained with respect to the Premises;

(k) All proceeds of the conversion, voluntary or involuntary, of any of the foregoing into cash or liquidated claims;

(l) All reversion and remainder interests arising out of ownership of the Trust Property;

(m) All present and future licenses, permits, approvals, and agreements from or with any governmental, quasi-governmental, or private entity relevant to the zoning, subdivision, development, construction, improvement, sale, lease, or other disposition of all or part of the Premises or Improvements;

(n) All present and future plans, specifications, drawings, surveys, appraisals, reports, and studies regarding the Premises;

(o) All management, maintenance, construction, purchase, sale, or service contracts related to the Premises or its operation;

(p) All present and future rights of Trustor under or with respect to any declaration of covenants, conditions, and/or restrictions imposing rights or responsibilities on the Premises or its owner, including any development rights, declarant rights, or special declarant rights of Trustor under any declaration of covenants, conditions, and/or restrictions;

(q) All rights of Trustor in and to any present or future contracts, agreements, guarantees, options, deposits, refunds, credits, retentions, surety bonds, or any other considerations which relate in any way to the ownership, development, improvement, leasing, sale, or other disposition of the Premises or Improvements; and

(r) Without limiting any of the foregoing, all present and future equipment, inventory, general intangibles, accounts, chattel papers, instruments, royalties, contract rights, and documents necessary for the use of the Premises.

2. Additional Grants . Trustor also absolutely and irrevocably grants, assigns, transfers, and conveys to Beneficiary all rents, issues, profits, incomes, damages, royalties, revenues, and benefits now or in the future due and payable arising in connection with the Trust Property, together with the right to collect these items for the purposes and upon the terms and conditions established in this Deed of Trust. Trustor acknowledges that certain of the descriptions of items in the preceding paragraphs may be duplicative and redundant, but Trustor

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acknowledges that it is the agreement and intent of Trustor that the descriptions are to be construed as cumulative and not limiting.

3. Warranty of Title . All real, personal, intangible, and other property granted, conveyed, and transferred to Trustee under this Deed of Trust is referred to as the “ Trust Property ”. Trustor warrants that it has marketable fee simple title to the Premises, subject only to those non-standard exceptions set forth in the lender’s policy of title insurance issued to Beneficiary in connection with the recordation of this Deed of Trust (“ Approved Title Exceptions ”). Trustor warrants that its title to the Trust Property is and will remain lien free and unencumbered, except for the Approved Title Exceptions. Trustor agrees to warrant and defend title to the Trust Property for the benefit of Beneficiary against all claims whatsoever, except the Approved Title Exceptions and those matters consented to in writing by Beneficiary. Trustor warrants that this Deed of Trust is and will remain a valid and enforceable first lien on the Premises, subject only to the Approved Title Exceptions. Trustor agrees that any greater title to the Trust Property that Trustor may acquire during the term of this Deed of Trust will be subject to this Deed of Trust.

4. Secured Obligations . Trustor has executed and delivered this Deed of Trust for the purpose of securing (collectively, the “ Obligations ”):

(a) Payment of the indebtedness evidenced by that certain Promissory Note Secured by Deed of Trust dated concurrent with the Execution Date, and any renewals, extensions, substitutions, modifications, or amendments, in the stated and original principal sum of $34,000,000.00 executed by Trustor and delivered to Beneficiary (“ Note ”), together with all interest, late charges, prepayment fees, additional interest, collection costs, fees, and expenses as provided in the Note.

(b) The prompt and complete payment and performance obligations of Borrower under the Loan and Security Agreement dated concurrent with the Execution Date (the “ Loan Agreement ”).

(c) Payment of all amounts specified in this Deed of Trust that Trustor has agreed to or is required to pay.

(d) Payment and performance of all obligations of Trustor to Beneficiary under any interest rate swap contract executed in connection with the loan described in the Loan Agreement.

(e) Prompt and complete performance and observance of each and every covenant, obligation, or agreement of Trustor contained in this Deed of Trust or contained in any other document or instrument given by Trustor to further evidence or secure the indebtedness represented by the Note (“ Additional Documents ”). The Note, the Loan Agreement, Deed of Trust, and the Additional Documents are called collectively the “ Loan Documents ”.

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(f) Payment of any additional sums (and accrued interest) that may be loaned or advanced by Beneficiary to Trustor, evidenced by the Note or any other promissory note or notes executed by Trustor reciting that they are secured by this Deed of Trust, including future loans, advances, and obligations.

5. Taxes . Trustor will pay: (i) before delinquent, all taxes, general and special assessments, and improvement district assessments of every type or nature affecting the Trust Property; (ii) all rents or charges payable under any lease affecting the Trust Property; (iii) all adverse claims, liens, charges, and encumbrances which now are or in the future may be or appear to be a lien on the Trust Property; (iv) all charges for water, water delivery, gas, electricity, sewers, waste removal; (v) all repairs; and (vi) all assessments due on any water stock. If any real estate taxes or general, special, or improvement district assessments (collectively, “ Taxes and Assessments ”) are not separately assessed to the Trust Property but include other property owned or not owned by Trustor, Trustor agrees that it will promptly apply for and complete the separation of the Trust Property from all other property for the purpose of all Taxes and Assessments. If Trustor does not promptly complete the separation, Beneficiary may exercise all remedies available under this Deed of Trust including the right to advance all monies necessary to pay all or any portion of the Taxes and Assessments. All money so advanced will be secured by the lien of this Deed of Trust.

6. Insurance .

(a) Trustor will carry continuously the insurance with regard to the Trust Property as is required by the terms of the Loan Documents. Unless and until Beneficiary elects to receive the impound payments referred to in Paragraph 37 of this Deed of Trust, Trustor agrees to pay the premiums on the insurance, when due and prior to delinquency, and to furnish proof of the payment to Beneficiary not less than 30 days prior to the expiration date of the insurance.

(b) If any loss or damage occurs to any portion of the Trust Property, Trustor will promptly give notice to Beneficiary, and Trustor will make proper proof of loss. If not made by Trustor, Beneficiary may make a proof of loss. Beneficiary may require that the payment for the loss be paid directly to Beneficiary only and not jointly to Trustor and Beneficiary. Beneficiary may, at its option, apply the insurance proceeds to the reduction of the Obligations or may apply the insurance proceeds to the restoration or repair of the property damaged.

7. Repairs and Waste . Trustor will keep the Trust Property in good condition and repair and will not commit or permit waste. Trustor will not remove or demolish, nor commence or continue any grading or construction of, nor alter the design or structural character of, any Improvements comprising part of the Trust Property, without the written consent of Beneficiary (whose consent will be given or withheld at Beneficiary’s sole discretion). Trustor will keep all Improvements comprising part of the Trust Property free of termites, dry rot, fungus, beetles, and all other harmful or destructive insects. Trustor will keep all plants, trees, and shrubs comprising part of the Trust Property neatly pruned and in good condition. Trustor will to keep the Trust

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Property free of rubbish and other unsightly or unhealthful conditions and will not in any way change or restrict the use of the Trust Property without the prior written consent of Beneficiary, whose consent will be given or withheld in Beneficiary’s sole discretion. Beneficiary and its agents and/or its employees may, at any time or from time to time, without notice to Trustor, and without liability to Trustor (or any entity claiming any rights through Trustor) for trespass, abuse of access, or otherwise, enter and inspect or protect the Trust Property in the manner and to the extent as Beneficiary may deem desirable in its sole discretion.

8. Improvements . Trustor will complete promptly any improvements that may be commenced in a good and workmanlike manner in conformity with plans and specifications approved by Beneficiary. Trustor, with reasonable diligence, will repair and restore any portions of the Trust Property that may be damaged or destroyed whether any insurance proceeds against the cause of the damage or destruction are collected or not. Trustor will pay when due all claims for work performed or materials furnished, or both, on or in connection with the Trust Property, and will pay, discharge, or cause to be removed, all mechanic’s, artisan’s, laborer’s, or materialmen’s charges, liens, claims of liens, or encumbrances upon the Trust Property. Prior to the commencement of any construction, grading, demolition, or other act or omission by Trustor that might give rise to any materialmen, mechanics, or similar lien or security interest in or against the Trust Property, if any, Trustor will deliver to Beneficiary all completion, construction, surety, or other bonds issued by a company acceptable to Beneficiary as Beneficiary may elect or deem appropriate to fully ensure completion of the grading, construction, demolition, or other act, and protect Beneficiary and the Trust Property against any liens.

9. Defense . Unless otherwise requested by Beneficiary in writing, Trustor will appear in and prosecute or defend any action or proceeding that may affect the priority of this Deed of Trust or the security of the Beneficiary or the Trust Property, and Trustor will pay all reasonable costs, expenses (including, without limitation, the cost of searching title), and attorney fees incurred in the action or proceeding. Beneficiary, at its option, may appear in and defend any action or proceeding purporting to affect the priority of this Deed of Trust or the Trust Property or the rights or powers of Beneficiary. Beneficiary, at its option, may pay, purchase, contest, or compromise any adverse claim, encumbrance, charge, or lien which, in the good faith judgment of Beneficiary, appears to be prior or superior to the lien of this Deed of Trust or which otherwise may affect this Deed of Trust or the Trust Property, without affecting any duty, obligation, or liability of Trustor under this Deed of Trust or under any other document or instrument given by Trustor to evidence or otherwise secure the indebtedness secured by this Deed of Trust, and without subjecting Beneficiary to any liability to Trustor on account of the payment, purchase, contest, or compromise. All amounts paid, suffered, or incurred by Beneficiary in exercising the authority granted in this Paragraph (including, without limitation, attorney fees in a reasonable amount) will be payments immediately repayable by Trustor pursuant to Paragraph 8 below.

10. Compliance . Trustor will comply with all laws, ordinances, regulations, covenants, conditions, and restrictions affecting the Trust Property and will not suffer or permit any act to be done in or upon the Trust Property in violation of the foregoing.

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11. Performance . If Trustor fails to do so, Beneficiary, without demand or notice and as it, in its sole judgment, may consider necessary or advisable, and without obligation to do so, may do any or all things required of Trustor by any of the provisions of this Deed of Trust and incur and pay expenses in connection with the performance (e.g., pay taxes, release liens, etc.). All expenses or charges incurred by Beneficiary in the performance of any matters under this Paragraph 11 will be considered to be payments that are immediately repayable under Paragraph 12 below.

12. Advances or Payments . Trustor will pay to Trustee and Beneficiary, respectively, promptly and upon demand, all sums of money that Beneficiary or Trustee may have advanced or paid pursuant to, or resulting from, any of the provisions of this Deed of Trust. All of these amounts must be paid with interest from the time of the advance or payment until paid at the applicable rate established in the Note.

13. Default . Any of the following events will constitute an “ Event of Default ” under this Deed of Trust.

(a) Failure to pay any other sum payable under this Deed of Trust within 10 days after the applicable due date, whether payable to Beneficiary or otherwise.

(b) Any failure or neglect of Trustor to perform or observe any non-monetary obligation, covenant, or agreement in this Deed of Trust, if the failure or neglect continues to exist for 20 days following written notice to Trustor of the failure or neglect; however, if Beneficiary deems the failure or neglect to be of the nature that waiting for the expiration of the 20-day period would materially impair Beneficiary’s security under this Deed of Trust, the failure or neglect will immediately constitute an Event of Default. Also, if the failure or neglect of performance is not capable of being cured within the 20-day period, the failure or neglect will not constitute an Event of Default if Trustor promptly commences remedial measures and diligently and continually proceeds with the remedial measures until the failure or neglect are completely cured, which, in any case, may not extend beyond 30 days following the initial written notice to the Trustor.

(c) Upon the filing or levy of any execution, attachment, tax levy, writ, or lien against the Trust Property that is not be released, stayed, bonded, insured against in favor of Beneficiary, satisfied, or vacated within 10 days after the filing or levy.

(d) Upon the abandonment of all or any part of the Trust Property.

(e) Upon any Event of Default under any of the Loan Documents.

(f) Upon the recordation or filing of any mechanics’ or materialmen’s lien, attachment, garnishment, replevin, execution, or other statutory or judicial lien against all or any portion of the Trust Property that is not discharged, satisfied, or bonded over to Beneficiary’s satisfaction.

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(g) Upon any Prohibited Transfer, as defined below.

14. Remedies . Upon the occurrence of an Event of Default the Beneficiary may, at the Beneficiary’s sole option exercised in the Beneficiary’s sole discretion, pursue any one or more of the following remedies:

(a) Declare all or any portion of the Obligations to be due and payable, and, upon Beneficiary’s declaration, all applicable Obligations, will become due and payable without any presentment, demand, protest or notice of any kind except as otherwise provided in this Deed of Trust;

(b) Either in person or by agent, with or without bringing any action or proceeding, or by a receiver appointed by a court, and without regard to the adequacy of its security, enter upon and take possession of all or any part of the Trust Property and do any acts which it deems necessary or desirable to preserve the value, marketability or rentability of all or any part of the Trust Property increase the income from the Trust Property or protect the security of the Trust Property and, with or without taking possession of the Trust Property, take any action described in this Deed of Trust, sue for or otherwise collect the rents, issues and profits of the Trust Property, including those past due and unpaid, and apply those amounts, less costs and expenses of operation and collection including reasonable attorneys’ fees, upon any Obligations, all in any order as the Beneficiary may determine. The entering upon and taking possession of the Trust Property, the taking of any action described in this Deed of Trust, the collection of the rents, issues and profits and the application of the rents, issues, and profits as established above, will not cure or waive any default or notice of default or invalidate any act done in response to the default or pursuant to the notice of default and, notwithstanding the continuance in possession of the Trust Property or the collection, receipt and application of rents, issues or profits, the Beneficiary will be entitled to exercise every right provided for in any of the Loan Documents or by law upon occurrence of any Event of Default, including the right to exercise the power of sale conferred by this Deed of Trust;

(c) Foreclose the lien of this Deed of Trust against all or part of the Trust Property by foreclosure sale in accordance with the laws of California as follows:

(i) Upon the happening of an Event of Default, either concurrently with, or independently of, exercise of Beneficiary’s right to foreclose judicially, Beneficiary may elect to cause all or any part of the Trust Property to be sold at a private foreclosure sale as follows:

(A) Beneficiary may proceed as if all of the Trust Property were real property, or may elect to treat any of the Trust Property that consists of a right in action or that is property that in the opinion of Beneficiary can be severed from the Land or Improvements without causing structural damage as though the same were personal Trust Property, and dispose of it as property

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subject to the Uniform Commercial Code of the State of California (“ UCC ”), treating the remainder of the Trust Property as real property.

(B) Beneficiary may cause any sale or other disposition to be conducted immediately following the expiration of any cure period specified in this Deed of Trust, or immediately upon the expiration of any redemption or reinstatement period required by law, or Beneficiary may delay any sale or other disposition for any period of time as Beneficiary deems to be in its best interest. Should Beneficiary desire that more than one sale or other disposition be conducted, Beneficiary may, at its option, cause it to be conducted simultaneously or successively, on the same day or at different days or times and in any order as Beneficiary may deem to be in its best interests.

(ii) As to any part of the Trust Property that is subject to the UCC:

(A) If Beneficiary elects to cause any of the Trust Property which is subject to the UCC to be disposed of or sold, Beneficiary may at its discretion dispose of any applicable part of the Trust Property in any order or manner permitted by the UCC, or in accordance with any other remedy provided by applicable law, regardless of whether the property is located on or about the Premises. Any disposition may be conducted by an employee or agent of Beneficiary or Trustee. Trustor and Beneficiary will be eligible to purchase any part or all of the sale property at any such disposition, which may be either public or private as Beneficiary may elect. Beneficiary will also have the rights and remedies of a secured party under the UCC or otherwise available at law or in equity.

(B) Under the power of sale granted by this Deed of Trust, Beneficiary may, in its discretion and without regard to the adequacy of its security, elect to proceed against any or all of the Trust Property (including personal property and fixtures) in any manner permitted under Section 9501(4)(a) of the UCC; and if the Beneficiary elects to proceed in the manner permitted under Section 9501(4)(a)(ii) of the UCC, the power of sale will be exercisable with respect to all or any of the Trust Property (whether constituting personal property or Improvements covered by this Deed of Trust, as designated by Beneficiary, and the Trustee is authorized and empowered to conduct any sale of any Real Trust Property (including personal property and fixtures) in accordance with the procedures applicable to the sale of real property.

(C) Where the Trust Property consists of real property and personal property, any reinstatement of the obligation secured by this Deed of Trust following default and an election by Beneficiary to accelerate the maturity of the obligation (which reinstatement is made by the Trustor or any

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other person or entity permitted to exercise the right of reinstatement under Section 2924c of the California Civil Code or any successor statute), will not prohibit, in accordance with the terms of California Commercial Code Section 9501(4)(c)(iii), Beneficiary from conducting a sale or other disposition of any personal property or fixtures or from otherwise proceeding against or continuing to proceed against any personal property or fixtures in any manner permitted by the UCC. No reinstatement will invalidate, rescind, or otherwise affect any sale, disposition, or other proceeding held, conducted, or instituted with respect to any personal property or fixtures prior to the reinstatement or pending at the time of the reinstatement. Any sums paid to Beneficiary in effecting any reinstatement pursuant to Section 2924c of the California Civil Code will be applied to the secured obligation and to the Beneficiary’s and Trustee’s reasonable costs and expenses in the manner required by Section 2924c.

(D) Expenses of retaking, holding, preparing for sale, selling, or the like will be borne by the Trustor and will include all attorney fees, costs and expenses incurred by Beneficiary or Trustee, and will not be limited to amounts provided as recoverable by statute. The Trustor, upon demand of Beneficiary, will assemble all property and make it available to Beneficiary at the Project site, a place which Beneficiary and the Trustor deem to be reasonable. Beneficiary will give the Trustor at least five days’ prior written notice of the time and place of any public sale or other disposition of the property or of the time of or after which any private sale or other intended disposition is to be made, and if any notice is sent to the Trustor, the Trustor acknowledges that it will constitute reasonable notice to the Trustor.

(iii) If Beneficiary elects to sell all or part of the Trust Property, Beneficiary or Trustee will give notice of default and election to sell as may then be required by applicable law. Thereafter, upon the expiration of any applicable time and the giving of notice, and without the necessity of any demand on the Trustor, Trustee, at the time and place specified in the notice of sale, will sell all or any portion of the Trust Property specified by Beneficiary, at public auction to the highest bidder for cash in lawful money of the United States, payable at time of sale. Trustee may, and upon request of Beneficiary will, from time to time, postpone any sale by public announcement at the time and place noticed or fixed by the previous postponement. If the property consists of several lots or parcels, Beneficiary may designate the order in which the lots or parcels will be offered for sale or sold. The Trustor expressly waives its right to direct the order of sale.

(iv) The acknowledgment of the receipt of the purchase money contained in any deed or instrument of conveyance will be sufficient to discharge the grantee from all obligations to see to the proper application of the consideration given. The purchaser at any sale may disaffirm any easement granted or rental or lease contract made in violation of any provision of this Deed of Trust, and may take

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immediate possession of the Trust Property free from, and despite the terms of, the grant of easement and rental or lease contract.

(v) If the Trust Property consists of several lots, parcels or items of property, Beneficiary may, in its discretion, designate the order in which the lots, parcels or items will be offered for sale or sold or elect to sell all lots, parcels or items through a single sale, or through two or more successive sales, or in any other manner Beneficiary deems in its best interest. If Beneficiary desires that more than one sale or other disposition of the Trust Property be conducted, Beneficiary may, at its option, cause the sales to be conducted simultaneously, or successively, on the same day, or at different days or times and in any order as Beneficiary may deem to be in its best interests, and no sale will terminate or otherwise affect the lien of this Deed of Trust on any unsold part of the Trust Property until the Obligations have been fully paid. If Beneficiary elects to dispose of the Trust Property through more than one sale, the Trustor agrees to pay the costs and expenses of each sale and/or of any judicial proceedings where the sale is made, including reasonable compensation to Trustee and Beneficiary, their agents and counsel, and to pay all expenses, liabilities and advances made or incurred by Trustee with the sale or sales, together with interest on all advances made by Trustee at the Default Rate. Any person (including the Trustor, Trustee or Beneficiary) may purchase at any sale, and Beneficiary will have the right to purchase at any sale by crediting upon the bid price the amount of all or any part of the Obligations, as specified below. Beneficiary, upon any purchase, will acquire good title to the properties so purchased, free of the lien of this Deed of Trust and free of all rights of redemption in the Trustor and free of all liens and encumbrances subordinate to this Deed of Trust. Upon any sale, the Trustee will execute and deliver to the purchaser or purchasers a deed or deeds conveying the property so sold, but without any covenant or warranty whatsoever, express or implied, whereupon the purchaser or purchasers will be let into immediate possession. The recitals in any deed or deeds of fact, such as default, the giving of notice of default, and notice of sale, and other facts affecting the regularity or validity of sale or disposition, will be conclusive proof of the truth of the facts and any deed or deeds will be conclusive against all persons as to these facts.

(vi) Nothing in this Deed of Trust dealing with foreclosure procedures or specifying particular actions to be taken by Beneficiary or by Trustee or any similar officer in connection with a foreclosure sale will be deemed to contradict or add to the requirements and procedures now or in the future specified by California law, and any inconsistency will be resolved in favor of California law applicable at the time of foreclosure.

(vii) Trustee covenants faithfully to perform and fulfill the trusts created by this Deed of Trust; and, to the extent permissible by law, waives any statutory fee and agrees to accept instead reasonable compensation for any services rendered.

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(viii) Upon any sale made under this Deed of Trust, whether made under the power of sale or by virtue of judicial proceedings or of a judgment or decree of foreclosure and sale, Beneficiary may bid for and acquire all or part of the Trust Property and, in lieu of paying cash, may make settlement for the purchase price by crediting upon the indebtedness or other sums secured by this Deed of Trust the net sales price after deducting the expenses of sale and the costs of the action and any other sums that Trustee or Beneficiary is authorized to deduct under this Deed of Trust. If it does so, this Deed of Trust, the Note and other documents evidencing the Obligations will be presented to the person or persons conducting the sale so that the amount so used or applied may be credited to the Obligations; and

(d) Exercise any other rights or remedies that may now or in the future be available to the Beneficiary under this Deed of Trust or the other Loan Documents or pursuant to applicable law or in equity.

15. Power of Sale . If the Beneficiary elects to sell the Trustor’s interest in the Trust Property by exercise of the power of sale contained in this Deed of Trust, the Beneficiary will notify the Trustee in the manner then required by law.

(a) Upon receipt of written notice from