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<br />C. Right To Rents. Immediately after the execution of this Assignment, Assignor will notify all current and
<br />future tenants and others obligated under the Leases of Lender's rights to the Leases and Rents, and will
<br />request that they immediately pay all future Rents directly to Lender when Assignor or Lender asks them to
<br />do so.
<br />D. Accounting. When Lender requests, Assignor will provide to Lender an accounting of Rents, prepared in a
<br />form acceptable to Lender, subject to generally accepted accounting principles and certified by Assignor or
<br />Assignor's accountant to be current, accurate and complete as of the date requested by Lender.
<br />E. Lease Modification. Assignor will not sublet, modify, extend, cancel, or otherwise alter the Leases, or
<br />accept the surrender of the Property covered by the Leases (unless the Leases so require) without Lender's
<br />written consent.
<br />F. Encumbrance. Assignor will not assign, compromise, subordinate or encumber the Leases and Rents
<br />without Lender's prior written consent.
<br />G. Future Leases. Assignor will not enter into any future Leases without prior written consent from Lender.
<br />Assignor will execute and deliver such further assurances and assignments as to these future Leases as
<br />Lender requires from time to time.
<br />H. Personal Property. Assignor will not sell or remove any personal property on the Property, unless
<br />Assignor replace ° s this sonal properly. with,like.. k or-better value.
<br />I. Prosecution and Defense of Claims. Assignor will appear in and prosecute its claims or defend its title to
<br />the Leases and Rents against any claims that would impair Assignor's interest under this Assignment and, on
<br />Lender's request, Assignor will also appear in any action or proceeding on behalf of Lender. Assignor agrees
<br />to assign to Lender, as requested by Lender, any right, claims or defenses which Assignor may have against
<br />parties who supply labor or materials to improve or maintain the leaseholds subject to the Leases and /or the
<br />Property.
<br />J. Liability and Indemnification. Lender does not assume or become liable for the Property's maintenance,
<br />depreciation, or other losses or damages when Lender acts to manage, protect or preserve the Property,
<br />except for losses or damages due to Lender's ,gross negligence or intentional torts. Otherwise, Assignor will
<br />indemnify Lender and hold Lender harmless for all liability, loss or damage that Lender may incur when
<br />Lender opts to exercise any of its remedies against any party obligated under the Leases.
<br />K. Leasehold Estate. Assignor will not cause or permit the leasehold estate under the Leases to merge with
<br />Assignor's reversionary interest, and agrees that the Leases shall remain in full force and effect regardless of
<br />any merger of the Assignor's interests and of any merger of the interests of Assignor and any party obligated
<br />under the Leases.
<br />L. Insolvency. Lender will be the creditor of each tenant and of anyone else obligated under the Leases who
<br />is subject to an assignment for the benefit of creditors, an insolvency, a dissolution or a receivership
<br />proceeding, or a bankruptcy.
<br />13. DEFAULT. Assignor will be in default if any of the following occur:
<br />A. Payments. Assignor fails to make a payment in full when due.
<br />B. Insolvency. Assignor makes an assignment for the benefit of creditors or becomes insolvent, either
<br />because'Assignor's liabilities exceed Assignor's assets or Assignor is unable to pay Assignor'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. Assignor fails to pay, or perform any condition or to keep any promise or
<br />covenant on this or any debtor agreement Assignor has with Lender.
<br />E. Misrepresentation. Assignor 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. Assignor fails to pay or discharge a judgment against Assignor for the payment of money,
<br />unless within ten days of its entry the judgment is either satisfied or a stay of enforcement is .granted
<br />pending 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. Assignor changes Assignor's name or assumes an additional name without notifying
<br />Lender before making such a change.
<br />I. Property Transfer. Assignor transfers all or a substantial part of Assignor's money or property.
<br />J. Material Change. Without first notifying Lender, there is a material change in Assignor'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 Assignor owes Lender or significantly impairs the value of the Property.
<br />14. REMEDIES. After Assignor defaults, and after Lender gives any legally required notice and opportunity to
<br />cure the default, Lender may at Lender's option do any one or more of the following.
<br />A. Acceleration. Lender may make all or any part of the amount owing by the terms of the Secured Debts
<br />immediately due.
<br />B. Additional Security. Lender may demand additional security or additional parties to be obligated to pay
<br />the Secured Debts.
<br />Omaha Paper Stock Company, Inc.
<br />Nebraska Assignment of Leases and Rents Initials
<br />NML ESUiOU9000000000000003000000031n2 °1996 Bankers Systems, Inc., St. Cloud, MN Page 4
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