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200003380
<br />Collateral, shall be secured hereby and shall bear interest from the date of
<br />disbursement until repaid at the Default Rate.
<br />Section 2.22 Each lease of any portion of the Collateral shall be absolutely subordinate to
<br />the lien of this Mortgage but shall contain a provision satisfactory to
<br />Mortgagee that in the event of the exercise of the Mortgagee's rights to
<br />foreclosure hereunder such lease, at the option of Mortgagee or any
<br />purchaser upon foreclosure, shall not be terminated and the tenant
<br />thereunder shall attorn to such purchaser and, if requested to do so, shall
<br />enter into a new lease for the balance of the term of such lease then
<br />remaining upon the same terms and conditions. In the event of any such
<br />foreclosure, each such lease not terminated pursuant to foreclosure shall, at
<br />the request of the Mortgagee, be assigned to Mortgagee and each such
<br />assignment shall be recorded and acknowledged by the tenant thereunder.
<br />Section 2.23 Mortgagor hereby absolutely and unconditionally assigns and transfers to
<br />Mortgagee all the leases, income, rents, issues, profits and proceeds of the
<br />Collateral or derived from the leasing thereof to.,which Mortgagor may be
<br />entitled, whether now due, past due or to become due, and hereby gives to
<br />and confers upon Mortgagee the right, power and authority to collect such
<br />income, rents, issues, profits and proceeds and further assigns to
<br />Mortgagee any and all of its rights with respect thereto, whether by operation
<br />of law or otherwise. The assignment of leases, income, rents, issues, profits
<br />and proceeds, as provided for in this Section 2.23 constitutes an irrevocable
<br />direction and authorization of all tenants under any leases to pay all rent,
<br />charges, income and profits attributable to the leasing of the Collateral to
<br />Mortgagee upon demand and without further consent or other action by
<br />Mortgagor. Mortgagor irrevocably appoints Mortgagee its true and lawful
<br />attorney, at the option of Mortgagee at any time, to demand, receive and
<br />enforce payment, to give receipts, releases and satisfactions, and to sue,
<br />either in the name of Mortgagor or in the name of Mortgagee, for all such
<br />income, rents, issues, profits and proceeds and apply the same to the
<br />indebtedness secured hereby, after reimbursement of any expenses
<br />incurred by Mortgagee in connection therewith. It is understood and agreed
<br />that neither the foregoing assignment of income, rents, issues, profits and
<br />proceeds to Mortgagee nor the exercise by Mortgagee of any of its rights or
<br />remedies hereunder shall be deemed to make Mortgagee a "mortgagee -in-
<br />possession" or otherwise responsible or liable in any manner with respect to
<br />the Collateral or the use, occupancy, enjoyment or operation of all or any
<br />portion thereof. Notwithstanding anything to the contrary contained herein,
<br />so long as no default by Mortgagor in the payment of any indebtedness
<br />secured hereby or in the performance of any obligation, covenant or
<br />agreement contained herein or in the 2000 Notes or the other Operative
<br />Agreements shall exist and be continuing, Mortgagor shall have the right to
<br />2000 MORTGAGE
<br />(Grand Island, Nebraska)
<br />15
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