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200109057 rights, proceeds payable under any policy of insurance covering loss of rents for any cause, condemnation proceeds, general intangibles and benefits in any way pertaining to or on account of the use of the Premises. Assignor warrants, covenants and agrees with Assignee as follows: 1. Assignor is the sole owner of the entire lessor's interest in the Leases, and has not executed any other assignment of any of the Leases or the rents, income, profits, and benefits accruing from the Premises, except for the lien given to LaSalle Bank National Association, Trustee ("Trustee") to secure the loan of $6,400,000.00 to Assignor and the lien given to Pedcor Investments, A Limited Liability Company ( "Company Guarantor ") to secure the loan of $500,000.00, and has not done and shall not do anything which might prevent Assignee from fully exercising its rights under this Assignment. 2. No Leases have been or will be entered into except for actual occupancy of the Premises by the lessees thereunder. 3. There are no defaults now existing under any of the Leases and there exists no state of facts which, with the giving of notice or lapse of time or both, would constitute a default under any of the Leases; Assignor will fulfill or perform each and every condition and covenant of each of the Leases by lessor to be fulfilled or performed. 5. Assignor has not collected or accepted payment of rent under any of the Leases more than one (1) month in advance. 6. Except in the ordinary course of business, Assignor shall not, without the prior written consent of Assignee, (i) execute any other assignment of the rents, income, profits and benefits accruing from the Premises, or (ii) terminate or consent to the cancellation or surrender of any Leases or tenancy of the Premises or of any part thereof, now existing or hereafter to be made, having an unexpired term of six (6) months or more, or (iii) modify, alter or amend any Lease or tenancy including, without limitation, shortening the unexpired term thereof or decreasing the amount of the rents payable thereunder, or (iv) accept prepayments more than thirty (30) days prior to the due date of any installment of rents to become due and payable under any Leases or tenancies, or (v) cause or permit any Leases or tenancies to be subordinated to any lien on the Premises, except the lien of the Deed of Trust referenced below or the lien to TRUSTEE or Company Guarantor. 7. Assignor shall and does hereby assign and transfer to Assignee any and all subsequent leases and lease guaranties upon all or any part of the Premises and shall execute and deliver at the request of Assignee all such further assurances and assignments as Assignee shall from time to time require or deem necessary. 8. Each of the Leases shall remain in full force and effect irrespective of any merger of the interests of the lessor and lessee under any of the Leases. 9. Upon request of Assignee, Assignor shall provide Assignee with a copy of each new Lease or sublease executed by Assignor and copies of all amendments, extensions, renewals or modifications of any Lease. 2