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contract rights, general intangibles, and all rights and claims which Grantor may have that in any way pertain
<br />to or are on account of the use or occupancy of the whole or any part of the Property.
<br />In the event any item listed as Leases or Rents is determined to be personal property, this Security Instrument
<br />will also be regarded as a security agreement.
<br />Grantor will promptly provide Lender with true and correct copies of all existing and future Leases. Grantor may
<br />collect, receive, enjoy and use the Rents so long as Grantor is not in default. Except for one lease period's rent,
<br />Grantor will not collect in advance any future Rents without Lender's prior written consent.
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<br />Upon default, Grantor will receive Rents in trust for Lender and Grantor will not commingle the Rents with any
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<br />other funds. Amounts collected will be applied at Lender's discretion to payments on the Secured Debts as
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<br />therein provided, to costs of managing, protecting and preserving the Property and to any other necessary
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<br />related expenses including Lender's attorneys' fees and court costs.
<br />Grantor agrees that this assignment is immediately effective between the parties to this Security Instrument
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<br />and effective as to third parties on the recording of this Security Instrument. This assignment will remain
<br />effective until the Secured Debts are satisfied. Grantor agrees that Lender is entitled to notify Grantor or
<br />Grantor's tenants to make payments of Rents due or to become due directly to Lender after such recording,
<br />however, Lender agrees not to notify Grantor's tenants until Grantor defaults and Lender notifies Grantor of the
<br />default and demands that Grantor and Grantor's tenants pay all Rents due or to become due directly to Lender.
<br />On receiving the notice of default, Grantor will endorse and deliver to Lender any payments of Rents.
<br />Grantor warrants that no default exists under the Leases or any applicable landlord law. Grantor also agrees to
<br />maintain, and to require the tenants to comply with, the Leases and any applicable law. Grantor will promptly
<br />notify Lender of any noncompliance. If Grantor neglects or refuses to enforce compliance with the terms of the
<br />Leases, then Lender or Trustee may opt to enforce compliance. Grantor will obtain Lender's written
<br />authorization before Grantor consents to sublet, modify, cancel, or otherwise alter the Leases, to accept the
<br />surrender of the Property covered by such Leases (unless the Leases so require), or to assign, compromise or
<br />encumber the Leases or any future Rents. If Lender acts to manage, protect and preserve the Property, Lender
<br />does not assume or become liable for its maintenance, depreciation, or other losses or damages, except those
<br />due to Lender's gross negligence or intentional torts. Otherwise, Grantor will hold Lender harmless and
<br />indemnify Lender for any and all liability, loss or damage that Lender may incur as a consequence of the
<br />assignment under this section.
<br />14. DEFAULT. Grantor will be in default if any of the following occur:
<br />A. Payments. Grantor fails to make a payment in full when due.
<br />B. Insolvency. Grantor makes an assignment for the benefit of creditors or becomes insolvent, either
<br />because Grantor's liabilities exceed Grantor's assets or Grantor is unable to pay Grantor's debts as they
<br />become due.
<br />C. Business Termination. Any legal entity that has agreed to be obligated on the Secured Debts merges,
<br />dissolves, reorganizes, ends its business or existence, or a partner or majority stockholder dies or is declared
<br />incompetent.
<br />D. Failure of Condition or Term. Grantor fails to pay, or perform any condition or to keep any promise or
<br />covenant on this or any debt or agreement Grantor has with Lender.
<br />E. Misrepresentation. Grantor makes any verbal or written statement or provides any financial information
<br />that is untrue, inaccurate, or conceals a material fact at the time it is made or provided.
<br />F. Judgment. Grantor fails to pay or discharge a judgment against Grantor for the payment of money, unless
<br />within ten days of its entry the judgment is either satisfied or a stay of enforcement is granted pending
<br />appeal.
<br />G. Forfeiture. The Property is used in a manner or for a purpose which threatens confiscation by a legal
<br />authority.
<br />H. Name Change. Grantor changes Grantor's name or assumes an additional name without notifying Lender
<br />before making such a change.
<br />I. Property Transfer. Grantor transfers all or a substantial part of Grantor's money or property.
<br />J. Material Change. Without first notifying Lender, there is a material change in Grantor's business,
<br />including ownership, management, and financial conditions.
<br />K. Other Instruments. A default occurs under the terms of any instrument evidencing or pertaining to the
<br />Secured Debts.
<br />L. Insecurity. Anything else happens that causes Lender to reasonably believe that Lender will have
<br />difficulty collecting the amount owed under the terms of the Secured Debts or significantly impairs the value
<br />of the Property.
<br />15. REMEDIES. Lender may use any and all remedies Lender has under state or federal law or in any instrument
<br />evidencing or pertaining to the Secured Debts, including, without limitation, the power to sell the Property. Any
<br />amounts advanced on Grantor's behalf will be immediately due and may be added to the balance owing under
<br />the Secured Debts. Lender may make a claim for any and all insurance benefits or refunds that may be
<br />available on Grantor's default.
<br />Subject to any right to cure, required time schedules or other notice rights Grantor may have under federal and
<br />state law, Lender may make all or any part of the amount owing by the terms of the Secured Debts immediately
<br />due and foreclose this Security Instrument in a manner provided by law upon the occurrence of a default or
<br />anytime thereafter.
<br />All remedies are distinct, cumulative and not exclusive, and the Lender is entitled to all remedies provided at
<br />law or equity, whether or not expressly set forth. The acceptance by Lender of any sum in payment or partial
<br />payment on the Secured Debts after the balance is due or is accelerated or after foreclosure proceedings are
<br />filed will not constitute a waiver of Lender's right to require complete cure of any existing default. By choosing
<br />any one or more of these remedies Lender does not give up Lender's right to use any other remedy. Lender
<br />does not waive a default if Lender chooses not to use a remedy. By electing not to use any remedy, Lender
<br />does not waive Lender's right to later consider the event a default and to use any remedies if the default
<br />continues or happens again.
<br />NEBRASKALAND DISTRIBUTORS, L.L.C.
<br />Nebraska Deed Of Trust Initial
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