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<br /> 201301526
<br /> ASSIGNMENT OF RENTS
<br /> Loan No: 81002328 (Continued) Page 2
<br /> Maintain the Property. Lender may enter upon the Property to maintain the Property and keep the same in repair;
<br /> to pay the costs thereof and of all services of all employees,including their equipment,and of all continuing costs
<br /> and expenses of maintaining the Property in proper repair and condition,and also to pay all taxes,assessments and
<br /> water utilities,and the premiums on fire and other insurance effected by Lender on the Property.
<br /> Compliance with Laws. Lender may do any and all things to execute and comply with the laws of the State of
<br /> Nebraska and also all other laws, rules, orders, ordinances and requirements of all other governmental agencies
<br /> affecting the Property.
<br /> Lease the Property. Lender may rent or lease the whole or any part of the Property for such term or terms and on
<br /> such conditions as Lender may deem appropriate.
<br /> Employ Agents. Lender may engage such agent or agents as Lender may deem appropriate, either in Lender's
<br /> name or in Grantor's name,to rent and manage the Property,including the collection and application of Rents.
<br /> Other Acts. Lender may do all such other things and acts with respect to the Property as Lender may deem
<br /> appropriate and may act exclusively and solely in the place and stead of Grantor and to have all of the powers of
<br /> Grantor for the purposes stated above.
<br /> No Requirement to Act. Lender shall not be required to do any of the foregoing acts or things,and the fact that
<br /> Lender shall have performed one or more of the foregoing acts or things shall not require Lender to do any other
<br /> specific act or thing.
<br /> APPLICATION OF RENTS. All costs and expenses incurred by Lender in connection with the Property shall be for
<br /> Grantor's account and Lender may pay such costs and expenses from the Rents. Lender,in its sole discretion,shall
<br /> determine the application of any and all Rents received by it; however,any such Rents received by Lender which are
<br /> not applied to such costs and expenses shall be applied to the Indebtedness. All expenditures made by Lender under
<br /> this Assignment and not reimbursed from the Rents shall become a part of the Indebtedness secured by this
<br /> Assignment,and shall be payable on demand,with interest at the Note rate from date of expenditure until paid.
<br /> FULL PERFORMANCE. If Grantor pays all of the Indebtedness when due and otherwise performs all the obligations
<br /> imposed upon Grantor under this Assignment,the Note,and the Related Documents,Lender shall execute and deliver to
<br /> Grantor a suitable satisfaction of this Assignment and suitable statements of termination of any financing statement on
<br /> file evidencing Lender's security interest in the Rents and the Property. Any termination fee required by law shall be
<br /> paid by Grantor,if permitted by applicable law.
<br /> LENDER'S EXPENDITURES. If any action or proceeding is commenced that would materially affect Lender's interest in
<br /> the Property or if Grantor fails to comply with any provision of this Assignment or any Related Documents,including but
<br /> not limited to Grantor's failure to discharge or pay when due any amounts Grantor is required to discharge or pay under
<br /> this Assignment or any Related Documents, Lender on Grantor's behalf may (but shall not be obligated to) take any
<br /> action that Lender deems appropriate, including but not limited to discharging or paying all taxes, liens, security
<br /> interests,encumbrances and other claims,at any time levied or placed on the Rents or the Property and paying all costs
<br /> for insuring, maintaining and preserving the Property. All such expenditures incurred or paid by Lender for such
<br /> purposes will then bear interest at the rate charged under the Note from the date incurred or paid by Lender to the date
<br /> of repayment by Grantor. All such expenses will become a part of the Indebtedness and,at Lender's option,will (A)
<br /> be payable on demand; (R) be added to the balance of the Note and be apportioned among and be payable with any
<br /> installment payments to become due during either (1) the term of any applicable insurance policy; or (2) the
<br /> remaining term of the Note; or (C) be treated as a balloon payment which will be due and payable at the Note's
<br /> maturity. The Assignment also will secure payment of these amounts. Such right shall be in addition to all other rights
<br /> and remedies to which Lender may be entitled upon Default.
<br /> DEFAULT. Each of the following,at Lender's option,shall constitute an Event of Default under this Assignment:
<br /> Payment Default. Grantor fails to make any payment when due under the Indebtedness.
<br /> Other Defaults. Grantor fails to comply with or to perform any other term, obligation, covenant or condition
<br /> contained in this Assignment or in any of the Related Documents or to comply with or to perform any term,
<br /> obligation,covenant or condition contained in any other agreement between Lender and Grantor.
<br /> Default on Other Payments. Failure of Grantor within the time required by this Assignment to make any payment
<br /> for taxes or insurance,or any other payment necessary to prevent filing of or to effect discharge of any lien.
<br /> Default in Favor of Third Parties. Any guarantor or Grantor defaults under any loan,extension of credit, security
<br /> agreement,purchase or sales agreement,or any other agreement,in favor of any other creditor or person that may
<br /> materially affect any of any guarantor's or Grantor's property or ability to perform their respective obligations under
<br /> this Assignment or any of the Related Documents.
<br /> False Statements. Any warranty, representation or statement made or furnished to Lender by Grantor or on
<br /> Grantor's behalf under this Assignment or the Related Documents is false or misleading in any material respect,
<br /> either now or at the time made or furnished or becomes false or misleading at any time thereafter.
<br /> Defective Collateralization. This Assignment or any of the Related Documents ceases to be in full force and effect
<br /> (including failure of any collateral document to create a valid and perfected security interest or lien)at any time and
<br /> for any reason.
<br /> Death or Insolvency. The dissolution of Grantor's (regardless of whether election to continue is made), any
<br /> member withdraws from the limited liability company,or any other termination of Grantor's existence as a going
<br /> business or the death of any member,the insolvency of Grantor, the appointment of a receiver for any part of
<br /> Grantor's property, any assignment for the benefit of creditors, any type of creditor workout, or the
<br /> commencement of any proceeding under any bankruptcy or insolvency laws by or against Grantor.
<br /> Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial
<br /> proceeding,self-help,repossession or any other method,by any creditor of Grantor or by any governmental agency
<br /> against the Rents or any property securing the Indebtedness. This includes a garnishment of any of Grantor's
<br /> accounts, including deposit accounts, with Lender. However,this Event of Default shall not apply if there is a
<br /> good faith dispute by Grantor as to the validity or reasonableness of the claim which is the basis of the creditor or
<br /> forfeiture proceeding and if Grantor gives Lender written notice of the creditor or forfeiture proceeding and deposits
<br /> with Lender monies or a surety bond for the creditor or forfeiture proceeding,in an amount determined by Lender,
<br /> in its sole discretion,as being an adequate reserve or bond for the dispute.
<br /> Property Damage or Loss. The Property is lost,stolen,substantially damaged,sold,or borrowed against.
<br /> Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the
<br /> Indebtedness or any Guarantor dies or becomes incompetent, or revokes or disputes the validity of, or liability
<br /> under,any Guaranty of the Indebtedness.
<br /> Adverse Change. A material adverse change occurs in Grantor's financial condition, or Lender believes the
<br /> prospect of payment or performance of the Indebtedness is impaired.
<br /> Insecurity. Lender in good faith believes itself insecure.
<br /> RIGHTS AND REMEDIES ON DEFAULT. Upon the occurrence of any Event of Default and at any time thereafter,Lender
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