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201300074
<br /> LEASEHOLD DEED OF TRUST,
<br /> ASSIGNMENT OF LEASES AND RENTS AND FIXTURE FILING
<br /> THIS LEASEHOLD DEED OF TRUST, ASSIGNMENT OF LEASES AND RENTS AND
<br /> FIXTURE FILING(herein called this"Deed of Trust")dated as of December 27,2012 is executed
<br /> by RMH FRANCHISE CORPORATION,a Kansas corporation,as the trustor(herein,together with
<br /> its successors and assigns, called "Trustor"), with a mailing address at 1701 Windhoek Drive,
<br /> Lincoln,NE 68512,to Jeff Neumann,to FIRST AMERICAN TITLE INSURANCE COMPANY,
<br /> with a mailing address of 13924 Gold Circle, Omaha, Nebraska 68144, as the trustee (herein,
<br /> together with its successors and assigns,called"Trustee"),for the benefit of BANK OF AMERICA,
<br /> N.A.,in its capacity as Administrative Agent(as defined in the Credit Agreement referred to below)
<br /> for the Lenders which are parties from time to time to the Credit Agreement (herein,together with
<br /> its successors and assigns, called`Beneficiary"),with a mailing address at 101 South Tryon Street,
<br /> Bank of America Plaza, Mail Code: NCI-002-15-36, Charlotte,North Carolina 28255-000, Attn:
<br /> Erik M.Truette(the Lenders,the Administrative Agent,and certain other Persons parties to Related
<br /> Credit Arrangements as more particularly described in Section 6.05 hereof,collectively referred to as
<br /> the "Secured Parties").
<br /> RECITALS
<br /> A. Credit Ag=reement. Reference is hereby made to that certain Credit Agreement
<br /> dated of even date herewith(as the same may be amended, supplemented, consolidated, replaced.
<br /> renewed, extended or modified from time to time,the"Credit Agreement")by and among Trustor,
<br /> and RMH FRANCHISE HOLDINGS,INC.,a Delaware corporation(individually and collectively
<br /> the "Borrower"), the Lenders (as defined in the Credit Agreement), and BANK OF AMERICA,
<br /> N.A., as administrative agent for the ratable benefit of the lenders that are a party to the Credit
<br /> Agreement (the "Administrative Agent"). Pursuant to the Credit Agreement, Beneficiary and/or
<br /> Lenders have agreed to loan certain funds to Borrower (the"Loan")and Borrower has executed and
<br /> delivered to Beneficiary that certain promissory note or notes evidencing Borrower's obligation to
<br /> repay the Loan (collectively, the "Note").
<br /> B. Secured Obligations. The obligations secured by this Deed of Trust (the
<br /> "Obligations") are comprised at any time of the following:
<br /> (i) the full and punctual payment by Borrower when due of (a) all
<br /> principal of and interest on the Loan and the Note;and(b) all other amounts payable
<br /> by Borrower pursuant to the Credit Agreement, the Note or any other document or
<br /> instrument evidencing or securing the Loan(together with the Credit Agreement,the
<br /> Note and this Deed of Trust, the "Loan Documents" or individually a "Loan
<br /> Document");
<br /> (ii) the full and punctual payment when due of all amounts payable by
<br /> Trustor under this Deed of Trust, including, without limitation, indemnification
<br /> obligations and advances made pursuant to the Loan Documents,including any and
<br /> all future advances (whether or not obligatory) in an amount equal to the greater of
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