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200003380 Mortgagor hereby waives any and all rights it may have, or may have in the future, if any, to claim discharge pursuant to the Uniform Commercial Code or any other applicable law, whether common or statutory. The Mortgagor acknowledges and agrees, in the event that all or any portion of the Collateral is sold or otherwise disposed of by the Mortgagee pursuant to the Uniform Commercial Code, that Mortgagor to the extent of its liability under the 2000 Notes, this Mortgage and the other Operative Agreements shall be liable for any deficiency due under said 2000 Notes pursuant to the terms of this Mortgage after the proceeds of the disposition of said Collateral are applied pursuant to the Uniform Commercial Code. The Mortgagor hereby agrees that it shall and will indemnify and hold harmless the Mortgagee at all times from and after the date of this Mortgage, for and from any and all claims, losses, damages, charges and expenses of every and any kind and character whatsoever growing out of or referable to this Mortgage or the 2000 Notes or the other Operative Agreements, growing out of or referable to the Mortgagee's taking possession of the Collateral or any part thereof, growing out of or referable to any and all actions taken or not taken by Mortgagee as a secured party or growing out of�or referable to any and all actions taken or not taken by the Mortgagee in using, improving, operating, holding, leasing or selling or otherwise disposing of all or any portion of the Collateral. Section 4.2 Until Mortgagee exercises its rights to collect any proceeds of the Collateral pursuant hereto, Mortgagor will collect with diligence any and all proceeds of the Collateral. Upon written request by Mortgagee, any proceeds received by Mortgagor with respect to the Collateral shall be held in trust for Mortgagee, and Mortgagor shall keep all such collections separate and apart from all other funds and property so as to be capable of identification as the property of Mortgagee and shall deliver such collections at such time as Mortgagee may request in the identical form received, properly endorsed or assigned when required to enable Mortgagee to complete collection thereof. Section 4.3 Except as provided in Section 24 of the 2000 Note Purchase Agreement, no item of the Collateral may be removed from the Mortgaged Property without the prior written consent of Mortgagee unless Mortgagor shall immediately replace such item of the Collateral with similar property of equivalent value on which Mortgagee has a valid first mortgage lien or valid and perfected first security interest. Section 4.4 Mortgagor shall (i) upon at least two days' notice in advance, permit representatives of Mortgagee to inspect the Collateral and Mortgagor's books and records relating to the Collateral and make extracts therefrom and to arrange for verification of the amount and condition of the Collateral, including when deemed appropriate by Mortgagee after any default by direct contact with any of Mortgagor's tenants or users of space, all at Mortgagee's 2000 MORTGAGE (Grand Island, Nebraska) KIR