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201300072
<br /> upon, plea, claim or take the benefit or advantage of any law now or hereafter in force providing for any
<br /> appraisement, valuation, stay, extension, redemption or homestead exemption, and Grantor, for Grantor, Grantor's
<br /> representatives, successors and assigns, and for any and all persons ever claiming any interest in the Trust Estate,
<br /> hereby waives and releases all rights of redemption, valuation, appraisement, stay of execution, homestead
<br /> exemption, notice of election to mature or declare due the whole of the Obligations and marshaling in the event of
<br /> foreclosure of the liens hereby created. If any law referred to in this Section and now in force, of which Grantor,
<br /> Grantor's heirs, devisees, representatives, successors and assigns or other person might take advantage despite this
<br /> Section, shall hereafter be repealed or cease to be in force, such law shall not thereafter be deemed to preclude the
<br /> application of this Section. Grantor expressly waives and relinquishes any and all rights, remedies and defenses that
<br /> Grantor may have or be able to assert by reason of the laws of the State pertaining to the rights, remedies and
<br /> defenses of sureties.
<br /> If an Event of Default shall have occurred and be continuing, Grantor hereby irrevocably and unconditionally
<br /> waives and releases (i) all benefits that might accrue to Grantor by virtue of any present or future law exempting the
<br /> Trust Estate from attachment, levy or sale on execution or providing for any appraisement, valuation, state of
<br /> execution, exemption from civil process, redemption, or extension of time for payment; and (ii) any right to a
<br /> marshaling or assets or a sale in inverse order of alienation.
<br /> Section 6.07. Relief From Stay. In the event that Grantor commences a case under the Code or is the
<br /> subject of an involuntary case that results in an order for relief under the Code, subject to court approval, Collateral
<br /> Agent shall thereupon be entitled and Grantor irrevocably consents to relief from any stay imposed by Section 362 of
<br /> the Code on or against the exercise of the rights and remedies otherwise available to Collateral Agent as provided in
<br /> the Loan Documents and Grantor hereby irrevocably waives its rights to object to such relief. In the event Grantor
<br /> shall commence a case under the Code or is the subject of an involuntary case that results in an order for relief under
<br /> the Code, Grantor hereby agrees that no injunctive relief against Collateral Agent shall be sought under Section 105
<br /> or other provisions of the Code by Grantor or other person or entity claiming through Grantor, nor shall any extension
<br /> be sought of the stay provided by Section 362 of the Code.
<br /> Section 6.08. Cash Collateral. Grantor hereby acknowledges and agrees that in the event that Grantor
<br /> commences a case under the Code or is the subject of an involuntary case that results in an order for relief under the
<br /> Code: (i) that all of the Rents are, and shall for purposes be deemed to be, "proceeds, product, offspring, rents, or
<br /> profits" of the Trust Estate covered by the lien of this Deed of Trust, as such quoted terms are used in Section 552(b)
<br /> of the Code; (il)that in no event shall Grantor assert, claim or contend that any portion of the Rents are, or should be
<br /> deemed to be, "accounts" or "accounts receivable" within the meaning of the Code and/or applicable state law; (iii)
<br /> that the Rents are and shall be deemed to be in any such bankruptcy proceeding"cash collateral"of Collateral Agent
<br /> as that term is defined in Section 363 of the Code; and (iv) that Collateral Agent has valid, effective, perfected,
<br /> enforceable and "choate" rights in and to the Rents without any further action required on the part of Collateral Agent
<br /> to enforce or perfect its rights in and to such cash collateral, including, without limitation, providing notice to Grantor
<br /> under Section 546(b) of the Code.
<br /> Section 6.09 Assignment of Rents and Leases. (a) Grantor hereby assigns, transfers, conveys and sets
<br /> over to Collateral Agent all of Grantor's estate, right,title and interest in,to and under the Leases,whether existing on
<br /> the date hereof or hereafter entered into, together with any changes, extensions, revisions or modifications thereof
<br /> and all rights, powers, privileges, options and other benefits of Grantor as the lessor under the Leases regarding the
<br /> current tenants and any future tenants, and all the Rents from the Leases, including those now due, past due or to
<br /> become due. Grantor irrevocably appoints Collateral Agent its true and lawful attorney in fact, at the option of
<br /> Collateral Agent, at any time and from time to time upon the occurrence and during the continuance of an Event of
<br /> Default, to take possession and control of the Trust Estate, pursuant to Grantor's rights under the Leases,to exercise
<br /> any of Grantor's rights under the Leases, and to demand, receive and enforce payment, to give receipts, releases
<br /> and satisfaction and to sue, in the name of Grantor or Collateral Agent, for all of the Rents. The power of attorney
<br /> granted hereby shall be irrevocable and coupled with an interest and shall terminate only upon the payment of all
<br /> sums due Collateral Agent for all losses, costs, damages, fees and expenses whatsoever associated with the
<br /> exercise of this power of attorney, and Grantor hereby releases Collateral Agent from all liability (other than as a
<br /> result of the gross negligence or willful misconduct of Collateral Agent) whatsoever for the exercise of the foregoing
<br /> power of attorney and all actions taken pursuant thereto. The consideration received by Grantor to execute and
<br /> deliver this assignment and the liens and security interests created herein is legally sufficient and will provide a direct
<br /> economic benefit to Grantor. It is intended by Grantor and Collateral Agent that the assignment set forth herein
<br /> constitutes an absolute assignment and not merely an assignment for additional security. Notwithstanding the
<br /> foregoing,this assignment shall not be construed to bind Collateral Agent to the performance of any of the covenants,
<br /> 16
<br /> 4821-4372-3794.1
<br /> STORE 1 Concord
<br /> 721 Diers Avenue, Grand Island,NE 68803
<br /> File No 7210/02-81.13
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