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201300072
<br /> conditions or provisions of Grantor contained in the Leases or otherwise to impose any obligation upon Collateral
<br /> Agent, and, so long as no Event of Default shall have occurred and be continuing, Grantor shall have a license,
<br /> revocable upon an Event of Default, to possess and control the Trust Estate and collect and receive all Rents, Upon
<br /> an Event of Default, such license shall be automatically revoked.
<br /> (b) Upon the occurrence and during the continuance of an Event of Default, Collateral Agent may, at
<br /> any time without notice (except if required by applicable law), either in person, by agent or by a court appointed
<br /> receiver, regardless of the adequacy of Collateral Agent's security, and at its sole election (without any obligation to
<br /> do so), enter upon and take possession and control of the Trust Estate, or any part thereof, to perform all acts
<br /> necessary and appropriate to operate and maintain the Trust Estate, including, but not limited to, execute, cancel or
<br /> modify the Leases, make repairs to the Trust Estate, execute or terminate contracts providing for the management or
<br /> maintenance of the Trust Estate, all on such terms as are deemed best to protect the security of this assignment, and
<br /> in Collateral Agent's or Grantor's name, sue for or otherwise collect such Rents as specified in this Deed of Trust as
<br /> the same become due and payable, including, but not limited to, Rents then due and unpaid. Collateral Agent may
<br /> so sue for or otherwise collect such Rents with or without taking possession of the Trust Estate. Grantor agrees that
<br /> upon the occurrence and during the continuance of an Event of Default, each tenant of the Trust Estate shall make its
<br /> rent payable to and pay such rent to Collateral Agent (or Collateral Agent's agents) on Collateral Agent's written
<br /> demand therefor, delivered to such tenant personally, by mail, or by delivering such demand to each rental unit,
<br /> without any liability on the part of said tenant to inquire further as to the existence of an Event of Default by Grantor.
<br /> (c) Rents collected subsequent to any Event of Default shall be applied at the direction of, and in such
<br /> order as determined by, Collateral Agent to the costs, if any, of taking possession and control of and managing the
<br /> Trust Estate and collecting such amounts, including, but not limited to, reasonable attorney's fees, receiver's fees,
<br /> premiums on receiver's bonds, costs of repairs to the Trust Estate, premiums on insurance policies, taxes,
<br /> assessments and other charges on the Trust Estate, and the costs of discharging any obligation or liability of Grantor
<br /> with respect to the Leases and to the sums secured by this Deed of Trust. Collateral Agent or the receiver shall have
<br /> access to the books and records used in the operation and maintenance of the Trust Estate and shall be liable to
<br /> account only for those Rents actually received.
<br /> (d) Collateral Agent shall not be liable to Grantor, anyone claiming under or through Grantor or anyone
<br /> having an interest in the Trust Estate by reason of anything done or left undone by Collateral Agent hereunder,
<br /> except to the extent of Collateral Agent's gross negligence or willful misconduct.
<br /> (e) Any entering upon and taking possession and control of the Trust Estate by Collateral Agent or the
<br /> receiver and any application of Rents as provided herein shall not cure or waive any Event of Default hereunder or
<br /> invalidate any other right or remedy of Collateral Agent under applicable law or provided therein.
<br /> ARTICLE VII
<br /> MISCELLANEOUS
<br /> Section 7.01. Satisfaction. If and when the Obligations shall have become due and payable (whether by
<br /> lapse of time or by acceleration or by the exercise of the privilege of prepayment), and Grantor shall pay or cause to
<br /> be paid all Obligations and all other sums payable by the Grantor with respect to the Obligations, then this Deed of
<br /> Trust shall be void (otherwise it shall remain in full force and effect in law and equity forever) and Collateral Agent
<br /> agrees to execute an instrument evidencing the satisfaction of all obligations under this Deed of Trust and releasing
<br /> this Deed of Trust which shall be prepared and recorded at Grantor's sole expense.
<br /> Section 7.02. Limitation of Rights of Others. Nothing in this Deed of Trust is intended or shall be
<br /> construed to give to any person, other than Collateral Agent and the Lender, any legal or equitable right, remedy or
<br /> claim under or in respect of this Deed of Trust or any covenant, condition or provision herein contained
<br /> Section 7.03. Severability. In case any one or more of the provisions contained herein or in the Note shall
<br /> be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not
<br /> affect any other provision hereof, and this Deed of Trust shall be construed as if such provision had never been
<br /> contained herein or therein
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<br /> 4821-4372-3794 1
<br /> STORE/Concord
<br /> 721 Diers Avenue, Grand Island,NE 68803
<br /> File No 7210/02-81 13
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