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2C0100 11, 2
<br />The Obligations shall include, without limitation, any interest, Yield Maintenance Amount, costs, fees and
<br />expenses which accrue on or with respect to any of the foregoing, whether before or after the commencement of any
<br />case, proceeding or other action relating to the bankruptcy, insolvency or reorganization of Trustor.
<br />GRANTING CLAUSES
<br />NOW THEREFORE, in consideration of the premises and other good and valuable consideration,
<br />the receipt and sufficiency of which are hereby acknowledged, for the purpose of securing the due and punctual
<br />payment, performance and observance of the Obligations and intending to be bound hereby, Trustor hereby grants,
<br />conveys, mortgages, bargains, sells, transfers and assigns to Trustee, in trust, for the benefit of B&e#ciary or to
<br />Beneficiary as expressly set forth below, and for the purpose and upon the terms and conditions hereinafter set forth,
<br />with power of sale and right of entry and possession, all of its rights, title and interest in and to, the property and
<br />rights described in the following Granting Clauses (all of which property and rights are herein collectively called the
<br />"Subject Property "), to wit:
<br />GRANTING CLAUSE I.
<br />Land. All estate, right, title and interest of Trustor in, to, under or derived from those certain lots,
<br />pieces, tracts or parcels of land located in certain cities and/or counties in the State of Nebraska, more particularly
<br />described in Exhibit A. Part I attached hereto and incorporated herein by this reference (the "Real Estate "; together
<br />with the Leasehold Estate, herein called the "Land ").
<br />Leasehold Estate. All estate, right, title and interest of Trustor in, to, under or derived from the
<br />lease described in Exhibit A. Part II (the "Site Lease ") affecting the Real Estate (the "Leasehold Estate "); together
<br />with all amendments, supplements, consolidations, extensions, renewals and other modifications of the Site Lease
<br />now or hereafter entered into in accordance with the provisions thereof, together with all other, further, additional or
<br />greater estate, right, title or interest of Trustor in, to, under or derived from the Real Estate, the Leasehold Estate and
<br />the Improvements now or hereafter located thereon which may at any time be acquired by Trustor by the terms of
<br />the Site Lease by reason of the exercise of any option thereunder or otherwise.
<br />GRANTING CLAUSE II.
<br />Improvements. All right, title and interest of Trustor in, to, under or derived from all buildings,
<br />structures, facilities and other improvements of every kind and description now or hereafter located on the Land or
<br />attached to the improvements which by the nature of their location thereon or attachment thereto are real property
<br />under applicable law (the foregoing being collectively the "Improvements "; and the Land with the Improvements
<br />thereon and Equipment therein and Appurtenant Rights thereto being collectively called the "Pro a ").
<br />GRANTING CLAUSE III.
<br />Equipment. All estate, right, title and interest of Trustor in, to, under or derived from all
<br />machinery, equipment, fixtures and accessions thereof and renewals, replacements thereof and substitutions
<br />therefor, and all other customary license automotive service center equipment and other tangible property of every
<br />kind and nature whatsoever owned by Trustor, or in which Trustor has or shall have an interest, now or hereafter
<br />located upon the Land, or usable exclusively in connection with the present or future operation and occupancy of
<br />the Land or the Improvements (hereinafter collectively called the "Equipment ").
<br />GRANTING CLAUSE IV.
<br />Appurtenant Rights. All estate, right, title and interest of Trustor in, to, under or derived from all
<br />tenements, hereditaments and appurtenances now or hereafter relating to the Property; all development, operating or
<br />similar rights appurtenant to the Land (including, without limitation, all rights arising from reciprocal access
<br />111/150348.02.00
<br />010499/1956/35239.00196
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