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<br />ASSIGNMENT OF RENTS, LEASES AND OTHER BENEFITS
<br />THIS ASSIGNMENT OF RENTS, LEASES AND OTHER BENEFITS (this
<br />"Assignment ") is made and entered into as of the 1" day of September, 2001, by PEDCOR
<br />INVESTMENTS- 1999 -XL, L.P., an Indiana limited partnership whose address is 8888 Keystone
<br />Crossing, Suite 900, Indianapolis, IN 46240 ( "Assignor "), in favor of LASALLE BANK
<br />NATIONAL ASSOCIATION, with an address of One American Square, Suite 1600,
<br />Indianapolis, IN 46282 ( "Assignee ").
<br />WITNESSETH
<br />Assignor, for good and valuable consideration, and to secure the payment of a Direct Pay Letter
<br />of Credit issued by Assignee for the account of Assignor and Reimbursement Agreement between Assignor
<br />and Assignee in the original amount not to exceed Six Million Four Hundred Seventy-Eight Thousand Nine
<br />Hundred Five Dollars ($6,478,905.00) (collectively the "Letter of Credit "), as it may be renewed, extended
<br />or amended from time to time hereafter, and to secure any additional loans, letters of credit, advances,
<br />debts, liabilities, obligations, covenants and duties owing to Assignee from Assignor of any kind or nature,
<br />present or future, whether or not evidenced by any note, letter of credit, reimbursement agreement,
<br />guaranty or other instrument, whether or not for the payment of money, whether arising by an extension
<br />of credit, opening, extending or renewing of a letter of credit, loan, guaranty, indemnification or in any
<br />other manner, whether direct or indirect (including those by assignment), absolute or contingent, due or
<br />to become due, now existing or hereinafter arising and however acquired (all such indebtedness and
<br />liabilities being herein collectively referred to as the "Indebtedness "), does hereby absolutely and
<br />irrevocably grant, bargain and sell, transfer, assign, convey and confirm, grant a security interest in (as
<br />provided at Sections 52 -1701 through 52 -1708, Revised Statutes of the State of Nebraska) and set over and
<br />deliver unto Assignee all right, title and interest of Assignor in, under and to those certain leases and lease
<br />guaranties, if any, together with any and all future leases and lease guaranties hereinafter entered into by
<br />Assignor, relating to the Premises described in Exhibit A attached hereto and made a part hereof, and all
<br />amendments, extensions, renewals or modifications of said leases and lease guaranties, all of which are
<br />hereinafter referred to as the "Leases "; and the immediate and continuing right to receive and collect all
<br />rents, income and profits which may now or hereafter be or become due or owing under the Leases; and
<br />all income, profits, revenues, royalties, bonuses, accounts, accounts receivable, equitable and contract
<br />
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