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201300072
<br /> GRANTING CLAUSES:
<br /> Grantor, in consideration of the premises and other good and valuable consideration, the receipt and
<br /> sufficiency of which are hereby acknowledged, by these presents does hereby create a security interest in, mortgage,
<br /> grant, bargain, sell, assign, pledge, give, transfer, set over and convey unto the Collateral Agent and to its successors
<br /> and assigns WITH POWER OF SALE AND RIGHT OF ENTRY, for the benefit and security of the Collateral Agent as
<br /> agent for the Lender, and its successors and assigns, all of Grantor's estate, right, title and interest in, to and under
<br /> the Land (hereinafter defined), the Improvements (hereinafter defined) and any and all of the following property
<br /> (together with the Land and the Improvements, collectively the "Trust Estate"), whether now owned or hereafter
<br /> acquired, subject only to the Permitted Exceptions.
<br /> Trust Estate, Rents and Derivative Interests
<br /> All rents, issues, profits, royalties, income and other benefits derived by Grantor from the property
<br /> comprising the Trust Estate and the Personal Property (as defined below) or any portion thereof and any and all
<br /> lump-sum payments made in connection with the early termination of any Lease (collectively, the "Rents"); all leases
<br /> or subleases covering the Trust Estate and the Personal Property or any portion thereof now or hereafter existing or
<br /> entered into (collectively, "Leases" and individually, a "Lease"), including, without limitation, all cash or security
<br /> deposits, advance rentals and deposits or payments of similar nature and all guaranties relating to the Leases; all
<br /> options to purchase or lease the Trust Estate and the Personal Property or any portion thereof or interest therein, and
<br /> any greater estate in the Trust Estate, all interests, estate or other claims, both in law and in equity, with respect to
<br /> the Trust Estate and the Personal Property or any portion thereof; all easements, rights-of-way and rights used in
<br /> connection therewith or as a means of access thereto, and all tenements, hereditaments and appurtenances thereof
<br /> and thereto, and all water rights and shares of stock evidencing the same; all land lying within the right-of-way of any
<br /> street, open or proposed, adjoining the Trust Estate and any and all sidewalks, alleys and strips and gores of land
<br /> adjacent to or used in connection with the Trust Estate;
<br /> Personal Property
<br /> All tangible personal property owned by the Grantor and now or at any time hereafter located on or at the
<br /> Trust Estate or used in connection therewith, including, without limitation, all machinery, appliances, furniture,
<br /> equipment and inventory (the"Personal Property"), but excluding any Personal Property owned by the Lessee under
<br /> any Lease other than as pledged as security under such Lease;
<br /> Intangibles
<br /> All existing and future accounts, contract rights, including, without limitation, with respect to equipment
<br /> leases, general intangibles, files, books of account, agreements, franchise, license and/or area development
<br /> agreements, distributor agreements, indemnity agreements, permits, licenses and certificates necessary or desirable
<br /> in connection with the acquisition, ownership, leasing, construction, operation, servicing or management of the
<br /> property comprising the Trust Estate or any portion thereof,whether now existing or entered into or obtained after the
<br /> date hereof, all existing and future names under or by which the property comprising the Trust Estate and the
<br /> Personal Property or any portion thereof may at any time be operated or known, all rights to carry on business under
<br /> any such names or any variant thereof, and all existing and future telephone numbers and listings, advertising and
<br /> marketing materials, trademarks and good will in any way relating to the property comprising the Trust Estate or any
<br /> portion thereof; and
<br /> Claims and Awards
<br /> All the claims or demands with respect to the Trust Estate or any portion thereof, including, without
<br /> limitation, claims or demands with respect to the proceeds of insurance in effect with respect thereto, claims under
<br /> any indemnity agreement, including, without limitation, any indemnity agreement executed for the benefit of the Trust
<br /> Estate or any portion thereof with respect to Hazardous Materials or USTs, and any and all awards made for the
<br /> taking by eminent domain, or by any proceeding or purchase in lieu thereof, of the whole or any part of the Trust
<br /> Estate and the Personal Property, including,without limitation, any awards resulting from a change of grade of streets
<br /> and awards for severance damages.
<br /> The Trust Estate shall include all products and proceeds of the foregoing property
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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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