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DEED OF TRUST
<br />(Continued) Page 2
<br />'_02106513
<br />of this Deed of Trust.
<br />DUE ON SALE - CONSENT BY LENDER. Lender may, at Lender's option, declare immediately due and payable all sums
<br />secured by this Deed of Trust upon the sale or transfer, without Lender's prior written consent, of all or any part of the
<br />Real Property, or any interest in the Real Property. A "sale or transfer" means the conveyance of Real Property or any
<br />right, title or interest in the Real Property; whether legal, beneficial or equitable; whether voluntary or involuntary;
<br />whether by outright sale, deed, installment sale contract, land contract, contract for deed, leasehold interest with a
<br />term greater than three (3) years, lease -option contract, or by sale, assignment, or transfer of any beneficial interest in
<br />or to any land trust holding title to the Real Property, or by any other method of conveyance of an interest in the Real
<br />Property. If any Trustor is a corporation, partnership or limited liability company, transfer also includes any
<br />restructuring of the legal entity (whether by merger, division or otherwise) or any change in ownership of more than
<br />twenty-five percent (25%) of the voting stock, partnership interests or limited liability company interests, as the case
<br />may be, of such Trustor. However, this option shall not be exercised by Lender if such exercise is prohibited by federal
<br />law or by Nebraska law.
<br />TAXES AND LIENS. The following provisions relating to the taxes and liens on the Property are part of this Deed of
<br />Trust:
<br />Payment. Trustor shall pay when due (and in all events prior to delinquency) all taxes, special taxes, assessments,
<br />charges (including water and sewer), fines and impositions levied against or on account of the Property, and shall
<br />pay when due all claims for work done on or for services rendered or material furnished to the Property. Trustor
<br />shall maintain the Property free of all liens having priority over or equal to the interest of Lender under this Deed of
<br />Trust, except for the lien of taxes and assessments not due and except as otherwise provided in this Deed of
<br />Trust.
<br />PROPERTY DAMAGE INSURANCE. The following provisions relating to insuring the Property are a part of this Deed of
<br />Trust.
<br />Maintenance of Insurance. Trustor shall procure and maintain policies of fire insurance with standard extended
<br />coverage endorsements on a replacement basis for the full insurable value covering all Improvements on the Real
<br />Property in an amount sufficient to avoid application of any coinsurance clause, and with a standard mortgagee
<br />clause in favor of Lender. Trustor shall also procure and maintain comprehensive general liability insurance in such
<br />coverage amounts as Lender may request with Trustee and Lender being named as additional insureds in such
<br />liability insurance policies. Additionally, Trustor shall maintain such other insurance, including but not limited to
<br />hazard, business interruption, and boiler insurance, as Lender may reasonably require. Policies shall be written in
<br />form, amounts, coverages and basis reasonably acceptable to Lender and issued by a company or companies
<br />reasonably acceptable to Lender. Trustor, upon request of Lender, will deliver to Lender from time to time the
<br />policies or certificates of insurance in form satisfactory to Lender, including stipulations that coverages will not be
<br />cancelled or diminished without at least ten (10) days prior written notice to Lender. Each insurance policy also
<br />shall include an endorsement providing that coverage in favor of Lender will not be impaired in any way by any act,
<br />omission or default of Trustor or any other person. Should the Real Property be located in an area designated by
<br />the Administrator of the Federal Emergency Management Agency as a special flood hazard area, Trustor agrees to
<br />obtain and maintain flood insurance, if available, for the full unpaid principal balance of the loan and any prior liens
<br />on the property securing the loan, up to the maximum policy limits set under the National Flood Insurance Program,
<br />or as otherwise required by Lender, and to maintain such insurance for the term of the loan. Flood insurance may
<br />be purchased under the National Flood Insurance Program, from private insurers providing "private flood insurance"
<br />as defined by applicable federal flood insurance statutes and regulations, or from another flood insurance provider
<br />that is both acceptable to Lender in its sole discretion and permitted by applicable federal flood insurance statutes
<br />and regulations.
<br />LENDER'S EXPENDITURES. If any action or proceeding is commenced that would materially affect Lender's interest in
<br />the Property or if Trustor fails to comply with any provision of this Deed of Trust or any Related Documents, including
<br />but not limited to Trustor's failure to discharge or pay when due any amounts Trustor is required to discharge or pay
<br />under this Deed of Trust or any Related Documents, Lender on Trustor's behalf may (but shall not be obligated to) take
<br />any action that Lender deems appropriate on the Property and paying all costs for insuring, maintaining and preserving
<br />the Property. All such expenditures incurred or paid by Lender for such purposes will then bear interest at the rate
<br />charged under the Note from the date incurred or paid by Lender to the date of repayment by Trustor. All such
<br />expenses will become a part of the Indebtedness and, at Lender's option, will (A) be payable on demand; (B) be
<br />added to the balance of the Note and be apportioned among and be payable with any installment payments to become
<br />due during either (1) the term of any applicable insurance policy; or (2) the remaining term of the Note; or (C) be
<br />treated as a balloon payment which will be due and payable at the Note's maturity.
<br />WARRANTY; DEFENSE OF TITLE. The following provisions relating to ownership of the Property are a part of this Deed
<br />of Trust:
<br />Title. Trustor warrants that: (a) Trustor holds good and marketable title of record to the Property in fee simple,
<br />free and clear of all liens and encumbrances other than those set forth in the Real Property description or in any
<br />title insurance policy, title report, or final title opinion issued in favor of, and accepted by, Lender in connection
<br />with this Deed of Trust, and (b) Trustor has the full right, power, and authority to execute and deliver this Deed of
<br />Trust to Lender.
<br />Defense of Title. Subject to the exception in the paragraph above, Trustor warrants and will forever defend the
<br />title to the Property against the lawful claims of all persons.
<br />EVENTS OF DEFAULT. Each of the following, at Lender's option, shall constitute an Event of Default under this Deed
<br />of Trust:
<br />Payment Default. Trustor fails to make any payment when due under the Indebtedness.
<br />Other Default. Trustor fails to comply with any other term, obligation, covenant or condition contained in this Deed
<br />of Trust or in any of the Related Documents.
<br />Compliance Default. Failure to comply with any other term, obligation, covenant or condition contained in this
<br />Deed of Trust, the Note or in any of the Related Documents.
<br />Default on Other Payments. Failure of Trustor within the time required by this Deed of Trust to make any payment
<br />for taxes or insurance, or any other payment necessary to prevent filing of or to effect discharge of any lien.
<br />Default in Favor of Third Parties. Should Trustor default under any loan, extension of credit, security agreement,
<br />purchase or sales agreement, or any other agreement, in favor of any other creditor or person that may materially
<br />affect any of Trustor's property or Trustor's ability to repay the Indebtedness or Trustor's ability to perform
<br />Trustor's obligations under this Deed of Trust or any related document.
<br />Death or Insolvency. The dissolution of Trustor's (regardless of whether election to continue is made), any
<br />member withdraws from the limited liability company, or any other termination of Trustor's existence as a going
<br />business or the death of any member, the insolvency of Trustor, the appointment of a receiver for any part of
<br />Trustor's property, any assignment for the benefit of creditors, any type of creditor workout, or the
<br />commencement of any proceeding under any bankruptcy or insolvency laws by or against Trustor.
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