A D +H USA Corporation
<br />(9/15J98)
<br />NEBRASKA
<br />ITEM 1275L8 (021914)
<br />Creative Thinking, Inc. - www oednacom
<br />2016026
<br />as Lender at any time may deem necessary or proper or require to grant to Lender a perfected security interest in the Chattels,
<br />and upon Grantor's failure to do so, Lender is authorized to sign any such agreement as the agent of Grantor. Grantor hereby
<br />authorizes Lender to file financing statements (as such tern is defined in said Uniform Commercial Code) with respect to the
<br />Chattels, at any time, without the signature of Grantor, Grantor will, however, at any time upon request of Lender, sign such
<br />financing statements. Grantor will pay all filing fees for the filing of such financing statements and for the refiling thereof at
<br />the times required, in the opinion of Lender, by said Uniform Commercial Code. If the lien of this Deed of Trust is subject to
<br />any security agreement covering the Chattels, then in the event of any default under this Deed of Trust, all the right, title, and
<br />interest of Grantor in and to any and all of the Chattels is hereby assigned to Lender, together with the benefit of any deposits
<br />or payments now or hereafter made thereof by Grantor or the predecessors or successors in title of Grantor in the Property.
<br />23. REIMBURSEMENT OF AMOUNTS EXPENDED BY LENDER. Lender, at Lender's option, may expend
<br />funds (including attorneys' fees and legal expenses) to perform any act required to be taken by Grantor or to exercise
<br />any right or remedy of Lender under this Deed of Trust. Upon demand, Grantor shall immediately reinburrse Lender
<br />for all such amounts expended by Lender together with interest thereon at the lower of the highest rate described in any
<br />Obligation or the highest rate allowed by law from the date of payment until the date of reimbursement. These sums shall
<br />be included in the definition of Obligations herein and shall be secured by the beneficial interest granted herein. If the
<br />Obligations are paid after the beginning of publication of notice of sale, as herein provided, or in the event Lender shall,
<br />at its sole option, permit Grantor to pay any part of the Obligations after the beginning of publication of notice of sale,
<br />as herein provided, then Grantor shall pay on demand all expenses incurred by Trustee and Lender in connection with
<br />said publication, including reasonable attorneys' fees to the attorneys for Trustee and for Lender, and a reasonable fee to
<br />Trustee, and this Deed of Trust shall be security for all such expenses and fees.
<br />24. APPLICATION OF PAYMENTS. All payments made by or on behalf of Grantor may be applied against
<br />the amounts paid by Lender (including attorneys' fees and legal expenses) in connection with the exercise of its rights or
<br />remedies described in this Deed of Trust and then to the payment of the remaining Obligations in whatever order Lender
<br />chooses, and as required by applicable law.
<br />25. POWER OF ATTORNEY. Grantor hereby appoints Lender as its attorney -in -fact to endorse Grantor's name
<br />on all instruments and other documents pertaining to the Obligations or indebtedness. In addition, Lender shall be entitled,
<br />but not required, to perform any action or execute any document required to be taken or executed by Grantor under this
<br />Deed of Trust. Lender's performance of such action or execution of such documents shall not relieve Grantor from any
<br />Obligation or cure any default under this Deed of Trust. The powers of attorney described in this Deed of Trust are coupled
<br />with an interest and are irrevocable.
<br />26. SUBROGATION OF LENDER. Lender shall be subrogated to the rights of the holder of any previous lien,
<br />security interest, or encumbrance discharged with funds advanced by Lender regardless of whether these liens, security
<br />interests, or other encumbrances have been released of record.
<br />27. COLLECTION COSTS. To the extent permitted by law, Grantor agrees to pay Lender's reasonable fees and
<br />costs, including, but not limited to, fees and costs of attorneys and other agents (including without limitation paralegals,
<br />clerks, and consultants), whether or not such attorney or agent is an employee of Lender, which are incurred by Lender
<br />in collecting any amount due or enforcing any right or remedy under this Deed of Trust, whether or not suit is brought,
<br />including, but not limited to, all fees and costs incurred on appeal, in bankruptcy, and for post-judgment collection actions.
<br />28. PARTIAL RELEASE. Lender may release its interest in a portion of the Property by executing and recording
<br />one or more Partial Deeds of Reconveyance without affecting its interest in the remaining portion of the Property. Nothing
<br />herein shall be deemed to obligate Lender to release any of its interest in the Property (except as required under paragraph
<br />37), nor shall Lender be obligated to release any part of the Property if Grantor is in default under this Deed of Trust.
<br />The lien and security interest created by the Deed of Trust remain in effect with respect to that portion of the Property, as
<br />defined in the Deed of Taut, that is not the subject of this or any partial deed of reconveyance.
<br />29. MODIFICATION AND WAIVER. The modification or waiver of any of Grantor's Obligations or Lender's
<br />rights under this Deed of Trust must be contained in a writing signed by Lender. Lender may perform any of Borrower's
<br />or Grantor's Obligations, delay or fail to exercise any of its rights or accept payments from Grantor or anyone other than
<br />Grantor without causing a waiver of those Obligations or rights. A waiver on one occasion shall not constitute a waiver on
<br />any other occasion. Grantor's Obligations under this Deed of Trust shall not be affected if Lender amends, compromises,
<br />exchanges, fails to exercise, impairs, or releases any of the Obligations belonging to any Grantor, Borrower, or third party
<br />or any of its rights against any Grantor, Borrower, or third party or any of the Property. Lender's failure to insist upon
<br />strict performance of any of the Obligations shall not be deemed a waiver, and Lender shall have the right at any time
<br />thereafter to insist upon strict perfonnance.
<br />30. SUBSTITUTE TRUSTEE. In case of the death, inability, refusal to act, or absence of Trustee from the state
<br />where the Property is located or in case the holder of the Obligations shall desire for any reason to remove Trustee or any
<br />substitute trustee as Trustee hereunder and to appoint a new trustee in his place and stead, the holder of the Obligations is
<br />hereby granted firll power to appoint in writing a substitute trustee for said Tnistee, and the substitute trustee shall, when
<br />appointed, become successor to all rights of Trustee hereunder and the same shall become vested in him for the purposes
<br />and objects of this Deed of Trust with all the power, duties, and Obligations herein conferred on Trustee.
<br />31. SUCCESSORS AND ASSIGNS. This Deed of Trust shall be binding upon and inure to the benefit of Grantor
<br />and Lender and their respective successors, assigns, trustees, receivers, administrators, personal representatives, legatees,
<br />and devisees.
<br />32. NOTICES. Except as otherwise required by law, any notice or other conununication to be provided under
<br />this Deed of Trust shall be in writing and sent to the parties at the addresses described in this Deed of Trust or such other
<br />address as the parties may designate in writing from time to time. Any such notice so given and sent by first class mail,
<br />postage prepaid, shall be deemed given the earlier of three (3) days after such notice is sent or when received by the person
<br />to whom such notice is being given.
<br />LPNE518
<br />CireetDoce
<br />(Pepin 8 0/ 9)
<br />50210 (314)
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