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MORTGAGE
<br />THIS MORTGAGE made this 10,+h day of May, 2000, by MONFORT, INC., a Delaware W
<br />corporation ( "Mortgagor ") whose address is One ConAgra Drive, Omaha, Nebraska 68102 in favor of
<br />CGRT, INC., a Nebraska corporation ( "Mortgagee ") whose address is One ConAgra Drive, Omaha, oa
<br />Nebraska 68102.
<br />Mortgagor, in consideration of the credit accommodations in the total amount of Seven Hundred
<br />Million Dollars ($700,000,000.00) to ConAgra, Inc. by Mortgagee as set forth in the promissory note
<br />dated May 13, 1999, made for Mortgagee as Holder by ConAgra, Inc. as Maker and which promissory
<br />note has been amended and restated on May 11 , 2000, for the substantial benefit of Mortgagor as set
<br />forth in the continuing unconditional guaranty made by Mortgagor for the benefit of Mortgagee dated the
<br />-�J day of May, 2000 ( "Guaranty ") and to secure the faithful performance of Mortgagor under the
<br />terms of the Guaranty and the covenants and agreements herein contained, by these presents does
<br />mortgage to Mortgagee, its successors and assigns, all the real property owned or hereafter acquired by
<br />Mortgagor and set forth on Exhibit A attached hereto and incorporated herein, together with all
<br />improvements thereon and appurtenances thereto.
<br />Mortgagor hereby covenants and agrees with Mortgagee, its successors and assigns:
<br />1. Mortgagor is lawfully seized of the Premises in fee simple; has good right and lawful
<br />authority to mortgage and convey the same and will warrant and defend the title thereto; and that the lien
<br />created by this instrument is a first and prior lien on the Premises.
<br />2. To pay forthwith all taxes, assessments and public charges, general and special, now existing
<br />against the Premises and improvements, and the indebtedness hereby secured, and to pay before they become
<br />delinquent, all taxes, assessments and public charges, general and special, hereafter levied or assessed
<br />thereon.
<br />3. To keep the improvements and fixtures now located or hereafter erected or placed on the
<br />Premises constantly insured in companies satisfactory to Mortgagee until all sums hereby secured are fully
<br />paid, against loss by fire, wind storm, lightning or any other casualty requested by Mortgagee and against
<br />risks customarily covered by extended coverage endorsement, including but not limited to loss by hail,
<br />explosion, riots, aircraft, smoke, vandalism, malicious mischief, and vehicle damage, in an amount not less
<br />than the full replacement cost of the improvements. Additionally, Mortgagor shall maintain comprehensive
<br />public liability insurance covering claims for bodily injury, death and property damage, in amounts
<br />customarily maintained by owners of substantially similar property. The policy or policies shall contain a
<br />standard Mortgagee clause showing Mortgagee as the loss payee, and shall be in such amounts and on such
<br />terms as Mortgagee may from time to time require, and Mortgagor shall keep all policies of insurance
<br />constantly assigned, pledged and delivered to Mortgagee and the amounts of all such insurance made
<br />available to Mortgagee, its successors or assigns, to further secure the sums hereinbefore described. The
<br />policy or policies shall include Mortgagee as a named insured. In the alternative, Mortgagor shall have the
<br />right to elect to self insure all such coverage required hereunder, subject to Mortgagee's reasonable approval.
<br />If Mortgagor elects to self insure all such coverage required hereunder, Mortgagor shall provide Mortgagee
<br />with evidence of such self insurance upon Mortgagor's request. In the event of loss, Mortgagor will give
<br />prompt notice to Mortgagee, who is hereby authorized and empowered to make proof of loss if same not be
<br />made promptly by Mortgagor, and each insurance company concerned, if any, is hereby authorized and
<br />directed to make payments for such loss directly to Mortgagee, instead of to Mortgagor and the Mortgagee
<br />jointly, and the insurance proceeds, to the extent required, shall be applied, to the option of Mortgagee, in
<br />restoration and repair of the property damaged and any insurance proceeds remaining after completion of
<br />such restoration and repair shall be applied in reduction of the sums hereby secured, or the entire sum may be
<br />applied, at Mortgagee's option, to the reduction of the indebtedness hereby secured until the sums secured by
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<br />Prepared By and Return To:
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<br />Patrick R. McGill
<br />McGrath, North, Mullin & Kratz, P.C.
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<br />MORTGAGE
<br />THIS MORTGAGE made this 10,+h day of May, 2000, by MONFORT, INC., a Delaware W
<br />corporation ( "Mortgagor ") whose address is One ConAgra Drive, Omaha, Nebraska 68102 in favor of
<br />CGRT, INC., a Nebraska corporation ( "Mortgagee ") whose address is One ConAgra Drive, Omaha, oa
<br />Nebraska 68102.
<br />Mortgagor, in consideration of the credit accommodations in the total amount of Seven Hundred
<br />Million Dollars ($700,000,000.00) to ConAgra, Inc. by Mortgagee as set forth in the promissory note
<br />dated May 13, 1999, made for Mortgagee as Holder by ConAgra, Inc. as Maker and which promissory
<br />note has been amended and restated on May 11 , 2000, for the substantial benefit of Mortgagor as set
<br />forth in the continuing unconditional guaranty made by Mortgagor for the benefit of Mortgagee dated the
<br />-�J day of May, 2000 ( "Guaranty ") and to secure the faithful performance of Mortgagor under the
<br />terms of the Guaranty and the covenants and agreements herein contained, by these presents does
<br />mortgage to Mortgagee, its successors and assigns, all the real property owned or hereafter acquired by
<br />Mortgagor and set forth on Exhibit A attached hereto and incorporated herein, together with all
<br />improvements thereon and appurtenances thereto.
<br />Mortgagor hereby covenants and agrees with Mortgagee, its successors and assigns:
<br />1. Mortgagor is lawfully seized of the Premises in fee simple; has good right and lawful
<br />authority to mortgage and convey the same and will warrant and defend the title thereto; and that the lien
<br />created by this instrument is a first and prior lien on the Premises.
<br />2. To pay forthwith all taxes, assessments and public charges, general and special, now existing
<br />against the Premises and improvements, and the indebtedness hereby secured, and to pay before they become
<br />delinquent, all taxes, assessments and public charges, general and special, hereafter levied or assessed
<br />thereon.
<br />3. To keep the improvements and fixtures now located or hereafter erected or placed on the
<br />Premises constantly insured in companies satisfactory to Mortgagee until all sums hereby secured are fully
<br />paid, against loss by fire, wind storm, lightning or any other casualty requested by Mortgagee and against
<br />risks customarily covered by extended coverage endorsement, including but not limited to loss by hail,
<br />explosion, riots, aircraft, smoke, vandalism, malicious mischief, and vehicle damage, in an amount not less
<br />than the full replacement cost of the improvements. Additionally, Mortgagor shall maintain comprehensive
<br />public liability insurance covering claims for bodily injury, death and property damage, in amounts
<br />customarily maintained by owners of substantially similar property. The policy or policies shall contain a
<br />standard Mortgagee clause showing Mortgagee as the loss payee, and shall be in such amounts and on such
<br />terms as Mortgagee may from time to time require, and Mortgagor shall keep all policies of insurance
<br />constantly assigned, pledged and delivered to Mortgagee and the amounts of all such insurance made
<br />available to Mortgagee, its successors or assigns, to further secure the sums hereinbefore described. The
<br />policy or policies shall include Mortgagee as a named insured. In the alternative, Mortgagor shall have the
<br />right to elect to self insure all such coverage required hereunder, subject to Mortgagee's reasonable approval.
<br />If Mortgagor elects to self insure all such coverage required hereunder, Mortgagor shall provide Mortgagee
<br />with evidence of such self insurance upon Mortgagor's request. In the event of loss, Mortgagor will give
<br />prompt notice to Mortgagee, who is hereby authorized and empowered to make proof of loss if same not be
<br />made promptly by Mortgagor, and each insurance company concerned, if any, is hereby authorized and
<br />directed to make payments for such loss directly to Mortgagee, instead of to Mortgagor and the Mortgagee
<br />jointly, and the insurance proceeds, to the extent required, shall be applied, to the option of Mortgagee, in
<br />restoration and repair of the property damaged and any insurance proceeds remaining after completion of
<br />such restoration and repair shall be applied in reduction of the sums hereby secured, or the entire sum may be
<br />applied, at Mortgagee's option, to the reduction of the indebtedness hereby secured until the sums secured by
<br />1h wwr iTF Niv mio Mnmani ma not flnlmit nflu iflnumn to io usis m n iR onim .1.:L.. Aialf
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