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<br /> DEED O�FNDTRUST n n �a � Q � �
<br /> 7 :.7 G
<br /> SECURITY AGREEMENT
<br /> THIS DEED OF TRUST and SECURITv AGREEMENT ( "Deed of
<br /> Trust" ) is made as of June l, 1999, by and among SOUTHLAWN
<br /> APARTMENTS, L.L.C. , a Nebraska limited liability company
<br /> ( "Trustor" ) , whose mailing address is 404 Woodland Drive, Grand
<br /> Island, NE 68801, FIVE POINTS BANK, Grand Island, Nebraska
<br /> ( "Trustee" ) , whose mailing address is 2015 No. Broadwell, Grand
<br /> Island, NE 68803-2759, and FIVE POINTS BANK, Grand Island,
<br /> NEBRASKA, as trustee (the "Bond Trustee" ) under the Indenture (as
<br /> hereinafter defined) ( "Beneficiary" ) , whose mailing address is 2015
<br /> No. Broadwell, Grand Island, NE 68803-2759 .
<br /> W I T N E S S E T H:
<br /> WHEREAS, all capitalized terms in this preamble shall
<br /> have the meaning set forth in Section 1 of this Deed of Trust;
<br /> WHEREAS, pursuant to the Act, Trustor and the Nebraska
<br /> Investment Finance Authority ( "Issuer" ) have entered into the Loan
<br /> Agreement, the terms of which are incorporated herein by reference,
<br /> under which Issuer has agreed to make the Project Loan to Trustor
<br /> and Trustor has agreed to repay the Project Loan, together with
<br /> interest thereon and also to pay to Issuer certain expenses and
<br /> charges;
<br /> WHEREAS, in order to provide the funds with which to make
<br /> the Project Loan to Trustor, Issuer has issued the Bonds, pursuant
<br /> to the Indenture, the terms of which are incorporated herein by
<br /> reference;
<br /> WHEREAS, as evidence of the Project Loan, Trustor has
<br /> executed and delivered to Issuer the Project Note, the terms of
<br /> which Note is hereby incorporated herein by reference, which Note
<br /> has been assigned by Issuer, without recourse, to the Bond Trustee;
<br /> and
<br /> WHEREAS, as security for the payments and performance
<br /> required to be made by Trustor to Issuer and its assigns under the
<br /> Loan Agreement, the terms of which are incorporated herein by
<br /> reference, and the Note, Trustor has agreed to grant Beneficiary a
<br /> mortgage and security interest in the Mortgaged Property, all as
<br /> more fully set forth in this Deed of Trust;
<br /> NOW, THEREFORE, FOR VALUABLE CONSIDERATION, Trustor
<br /> irrevocably transfers, conveys and assigns to Trustee, IN TRUST,
<br /> WITH POWER OF SALE, for the benefit and security of Beneficiary,
<br /> under and subject to the terms and conditions of this Deed of
<br /> Trust, all of Trustor' s rights in and to that certain real property
<br /> located in the County of Hall, State of Nebraska and described in
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