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<br />this paragraph 10, including, but not limited to, reasonable attorneys' fees, with interest thereon,
<br />shall constitute additional Obligations secured by this Deed of Trust. Beneficiary is hereby given
<br />an irrevocable power of attorney (which power is coupled with an interest for purposes of
<br />security) to enter upon the Trust Property as the Trustor's agent and in the Trustor's name to
<br />perform any and all covenants and agreements to be performed by the Trustor as herein
<br />provided. Unless Trustor and Beneficiary agree to other terms of payment, such amounts shall
<br />be payable upon notice from Beneficiary to Trustor requesting payment thereof, and shall bear
<br />interest from the date of disbursement or the date incurred at the default rate, if any, set forth in
<br />the Term Note, unless payment of interest at such rate would be contrary to applicable law, in
<br />which event such amounts shall bear interest at the highest rate permitted by applicable law.
<br />Nothing contained in this paragraph shall require Beneficiary to incur any expense or take any
<br />action hereunder. Beneficiary shall, at its option, be subrogated to any encumbrance, lien,
<br />claim or demand and to all rights and securities for the payment thereof paid or discharged by
<br />Beneficiary under the provisions hereof and any such subrogation rights shall be additional and
<br />cumulative security for this Deed of Trust.
<br />11. Condemnation. The proceeds of any award or payment or claim for damages,
<br />direct or consequential, in connection with any condemnation or other taking of the Trust
<br />Property, or any part thereof, either temporarily or permanently, or for conveyance in lieu of or in
<br />anticipation of condemnation, are hereby assigned to and shall be paid to Beneficiary, subject,
<br />however, to the rights to such proceeds of a holder of a lien on the Trust Property granted in
<br />connection with the Wells Bond Financings. Trustor will file and prosecute, in good faith and
<br />with due diligence, its claim for any such award or payment, and will cause the same to be
<br />collected and paid to Beneficiary, and should it fail to do so, Trustor irrevocably authorizes and
<br />empowers Beneficiary, in the name of Trustor or otherwise, to file, prosecute, settle or
<br />compromise any such claim and to collect, receive for and retain the proceeds. If the Trust
<br />Property is abandoned by Trustor, or, after notice by Beneficiary to Trustor that the condemnor
<br />offers to make an award or settle a claim for damages, Trustor fails to respond to Beneficiary
<br />within thirty (30) days after the date such notice is mailed, Beneficiary is authorized to collect
<br />and apply the proceeds in the manner indicated herein. The proceeds of any award or claim
<br />may, after deducting all reasonable costs -and expenses, including attorneys' fees, which may
<br />have been incurred by Beneficiary in the collection thereof, at the sole discretion of Beneficiary,
<br />be released to Trustor, applied to restoration of the Trust Property, or applied to the payment of
<br />the Obligations. Unless Beneficiary and Trustor otherwise agree in writing, any such application
<br />of proceeds to the Obligations shall not extend or postpone the due date of any regular
<br />installments called for thereunder or change the amount of any such installments.
<br />12. Hazardous Substances.
<br />a. Trustor shall not generate, store, use or dispose of, or permit the
<br />generation, storage, use or disposal of, any "Hazardous Substance" (as defined in the
<br />Environmental Indemnity) on or about the Trust Property, unless: (i) the Hazardous
<br />Substance is used in usual and customary amounts in the ordinary course of business of
<br />Trustor or tenants; and (ii) the Hazardous Substance is used or stored in compliance in
<br />all material respects with all applicable "Environmental Requirements" (as defined in the
<br />Environmental Indemnity). Trustor shall promptly notify Beneficiary of any violation or
<br />suspected or alleged violation of any Environmental Requirements on or about the Trust
<br />Property of which Trustor becomes aware
<br />DOGS 146876.8 1582098
<br />Grand Island
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