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201207022 SIJSORDIIVATiOIV OF DEED OF TRlJST Loan No: 89001107 (COtltllZuetV) Page 2 terms of this Subordination.; (B1 this Subordination is executed at Borrower's request and not at the request of Lender, (C) Lender has made no representation to Beneficiary as to the creditworthiness of Borrower,and(D) Beneficiary has established adequate means of obtaining from Borrower on a continuing basis information regarding Borrower s financial condition. Beneficiary agrees to keep adequately informed from such means of any facts, events, or circumstances which might in any way affect Beneficiary's risks under this Subordination, and Beneficiary further agrees that Lender shall have no obligation to disclose to Beneficiary information or material acquired by Lender in the course of its relationship with Beneficiary. BENEFICIARY WA[VERS. Beneficiary waives any right to require Lender: (A) to make,extend,renew,or modify any loan to Borrower or to grant any othet financial accommotlations to Borrower whatsoever; (B) to make any presenYmen2,protest,demand,or notice�of any ki�d,including notice of any nonpayment of any Superi.or Indebtedness secured 6y Lender's Lien,or notice of any action or nonaction on the part of Borrower,Lender,any surety,endarser,or other guarantor in connection�Mith the Superior Inde6tedness,or in connection with the creation of new or additional indebtedness; (C) to resort for payment or to proceed directly or at once against any person,including Borrower, (D) to proceed directly against or exhaust any collateral held by Lender from Borrower, any other guaranfor, or any other person; �E) to give notice of the terms,time,and place of any public or private sale of personal property security held by Lender from Borrower or to comply wiYfi any other applicable provisions of the Uniform Commercial Code; (F) to pursue any other remedy within Lender's power;or (G) to commit any act or omission of any kind,at any time,with respect to any matter whatsoever. LENDER'S RIGHTS. Lender may take or omit any and all actions wi4h respect to Lender's Lien without affecting whatsoever any of Lender's righYs under fhis Subordination. In particular, without limitation, Lender may, without notice of any I<intl to Beneficiary, (A) make one or more additional secured or unsecured loans to Borrower, (B) repeatedly alter, compromise,renew, extend, accelerate,or otherwise change the time for payment or other te�ms or the Superior Inde.6tedness or any part of it, including increases and decreases of the rate of intierest on the Superior Indebtedness; eMensions may be repeated and may be fior longer than the original loan term; (C) take and hold collateral for Yhe payment of the Superior Indebtedness,and exchange,eaforce,waive,and release any such collateral, with or without the substitution of new collateral; (D) release,substitute,agree not to sue, or deal with any one or more of Borrower's sureties, endorsers, or guarantors on any terms or manner Lender chooses; (E) determine how, when and what application of payments and cYedits, shall be made on the Superior Indebtedness; (F) apply such security and direct the order or manner of sale of the security,as Lender in its discretion may determine; and iG) transfer this Subordination to another party. DEFAULT BY BORROWER. If Borrower becomes insolvent or bankrupt this Subordination shall remain in full force and effect. I�the eveM of a corporate reorganization or corporate arrangement of Borrower under the provisions of the Bankruptcy Code,as amended,this Subordlnation shall remain in fuil force and effect and the court having jurisdiction over the reorganizavon or arrangement is hereby authorized to preserve such�priority and subordination provided under this Suhordination in approving any such plan of reorganization or arrangement. Any default by Borrower under the terms ofi the Subordinated lndebtedness also shall constitute an event of default under the teYms of the Superior indebterJness in favor of Lender. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Subordination: Amendments: This Subordination constitutes the entire understanding� and agreement of Yhe parties as to the matters set forth in this Subordination. No alteration of or amendment to this Subordination shall be efifective unless given in writing and signed by the party or parties sought to be charged or bound by the alteraiion or amendment. Attorneys' Fees: E�cpenses. If Lender institutes any suit or aciion to enforce any of the terms of this Subordination,Lender shall be entitled Yo recover such sum as the court may adjudge reasonable as attorneys'fees at trial and upon any appeal. Whether or not any court action is involved,and to the eMent not prohibiied by law, all reasonabfe expenses Lender incurs that in Lender's opinion are necessary at any time for the protection of its interest or the enforcement of its rights shall become a part of the Indebtedness payable on demand and shall bear interest at the Note rate from the date of the expenditure until repaid. Expenses covered 6y this paragrapfh include, without iimitation,fiowever subject to any limits under applicabfe law,Lender's attorneys'fees and Lender's legal expenses, whether or not there is a lawsuit, including attorneys' fees and expenses for bankruptcy proceedings (including efforts to modity or vacate any automatic stay or injunction),appeals,and any anticipated post-j�udgment collection services,the cost of searching records,obtaining title reports(including foreclosure reportsJ,surveyors' reports, and appraisal fees,title insurance, and fees for the Trustee,to the extent permitted by applicable law. Beneficiary also wili pay any court costs,in addition to all other sums provided by law. Authority. The person who signs this Subordinatfon as or on behalf of Beneficiary represents and warrants that he or she has authority to execute this Subordination and to subordinate ihe Subordinated Indebtedness and the Beneficiary's security interests in Beneficiary's property,if any. Caption Fleadings. Caption headings in this Su6ordination are for convenience purposes only and are not to be used to interpret or define the provisions of this Subordination. Goveming Law. This Subordination will 6e governed by federal law applicable to Lender and,to the exten4 not preempted 6y federal law,the laws of the State of Ne6raska wiffiout regard to its conflicts of law provisions. This Subordination has been accepted by Lender in the State of Nebraska. Choice of Venue. If there is a lawsuit,Beneficiary agrees upon Lender's request to submit to the jurisdiction of the courts of Hall County,State of Nebraska. Successors. This Subordination shall ex'tend to and bind the respective heirs,personal representatives,successors and assigns of the parties to this Subordination, and the covenants of Beneficiary herein in favor of Lender shall extend tn,include,and be enforceable by any transferee or endorsee to whom Lender may transfer any or all of the Superior Indebtedness. No Waiver by Lender. Lender shall not be deemed to have wa'ived any rights under this Subordination unless such waiver is given i�writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such right or any other right. A waiver by Lender of a provision of tnis Subordination shalf not prejud�ice or constitute a waiver of Lender's right otherwise to demand strict compfia�ce with that provision or any other provision of this Subordination. No prior waiver by Lender, nor any course of dealing between Lertder and Beneficiary, shall constitute a waiver of any of Lender's rights or of any of Beneficiary's o6ligations as to any future transacTions. Whenever the consent of Lender is required under this Subordination,the granting of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is required and in all cases such consent may 6e granted or withheld in the sole discretion of Lender, Waive Jury. All parties to this Subordination hereby waive the right to any jury trial in any action,proceeding,or counterclaim broughY by any party against any other party. � EACH PARTY TO THIS SUBORDINATION ACKNOWLEDGES HAVING READ ALL THE PROVISPONS dF THIS SUBORDINATION,AND EACH PARTY AGREES TO ITS TERMS. THIS SUBORDINATION IS DATED AU�GUST 75, 2012.