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20�201591
<br />5. Assignor represents, warrants and covenants to and for the benefit of Assignee:
<br />(a) that Assignor now is (or with respect to any Leases not yet in existence, will be immediately
<br />upon the execution thereo fl the absolute owner of the landlord's interest in the Leases, with full
<br />right and title to assign the same and the Rents due or to become due thereunder; (b) that, other
<br />than this Assignment and any assignment to Assignee pursuant to the Grand Island Mortgage
<br />there are no outsta.nding assignments of the Leases or Rents; (c) that, to the knowledge of
<br />Assignor, no Rents have been anticipated, discounted, released, waived, compromised or
<br />otherwise discharged except for prepayment of rent of not more than six (6) months prior to the
<br />accrual thereof; (d) that, to the knowledge of Assignor, there are no material defaults now
<br />existing under any of the Leases by the landlord or any Tenant, and, to the knowledge of
<br />Assignor, there exists no state of facts which, with the giving of notice or lapse of time or both,
<br />would constitute a default under any of the Leases by the landlord or any Tenant, except as
<br />disclosed in writing to Assignee; (e) that Assignor has and shall duly and punctually observe and
<br />perform all covenants, conditions and agreements in the Leases on the part of the landlord to be
<br />observed and performed thereunder and ( fl the Leases are in full force and effect and are the
<br />valid and binding obligations of Assignor, and, to the knowledge of Assignor, are the valid and
<br />binding obligations of each Tenant thereto.
<br />6. Assignor covenants and agrees that Assignor shall, at its sole cost and expense,
<br />appear in and defend any action or proceeding arising under, growing out of, or in any manner
<br />connected with the Leases or the obligations, duties or liabilities of the landlord or any Tenant
<br />thereunder, and shall pay on demand all reasonable costs and expenses, including, without
<br />limitation, attorneys' fees, which Assignee may incur in connection with Assignee's appeara.nce,
<br />voluntary or otherwise, in any such action or proceeding, together with interest thereon at the
<br />Default Rate from the date demanded by Assignee until repaid by Assignor.
<br />7. Upon the occurrence and continuation of an Event of Default, Assignee may, at
<br />its option, notify any Tenant or other parties of the existence of this Assigmment. Upon the
<br />occurrence and continuation of an Event of Default, Assignor does hereby specifically authorize,
<br />instruct and direct each and every present and future tenant, lessee and licensee of the whole or
<br />any part of the Grand Island Project to pay all unpaid and future Rents to Assignee upon receipt
<br />of demand from Assignee to so pay the same and Assignor hereby agrees that each such present
<br />and future Tenant, lessee and licensee may rely upon such written demand from Assignee to so
<br />pay said Rents without any inquiry into whether there exists an Event of Default hereunder or
<br />under the other Loan Documents or whether Assignee is otherwise entitled to said Rents.
<br />Assignor hereby waives any right, claim or demand which Assignor may now or hereafter have
<br />against any present or future tenant, lessee or licensee by reason of such payment of Rents to
<br />Assignee, and any such payment shall discharge such tenant's, lessee's or licensee's obligation
<br />to make such payment to Assignor.
<br />8. Assignee may ta.ke or release any security for the indebtedness evidenced by the
<br />Note, may release any party primarily or secondarily liable for the indebtedness evidenced by the
<br />Note, may grant extensions, renewals or indulgences with respect to the indebtedness evidenced
<br />by the Note and may apply any other security therefor held by it to the satisfaction of any
<br />indebtedness evidenced by the Note without prejudice to any of its rights hereunder.
<br />ASSIGNMENT OF LEASES AND RENTS ' Page 5
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