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<br />contract rights, general intangibles, and all rights and claims which Assignor may have that in any way
<br />pertain to or are on account of the use or occupancy of the whole or any part of the Property.
<br />In the event any item listed as Leases or Rents is determined to be personal property, this Assignment will also
<br />be regarded as a security agreement. Grantor will promptly provide Lender with copies of the Leases and will
<br />certify these Leases are true and correct copies. The existing Leases will be provided on execution of the
<br />Assignment, and all future Leases and any other information with respect to these Leases will be provided
<br />immediately after they are executed. Grantor may collect, receive, enjoy and use the Rents so long as Grantor
<br />is not in default. Grantor will not collect in advance any Rents due in future lease periods, unless Grantor first
<br />obtains Lender's written consent. Upon default, Grantor will receive any Rents in trust for Lender and Grantor
<br />will not commingle the Rents with any other funds. When Lender so directs, Grantor will endorse and deliver
<br />any payments of Rents from the Property to Lender. Amounts collected will be applied at Lender's discretion to
<br />the Secured Debts, the costs of managing, protecting and preserving the Property, and other necessary
<br />expenses. Grantor agrees that this Security Instrument is immediately effective between Grantor and Lender
<br />and effective as to third parties on the recording of this Assignment. As long as this Assignment is in effect,
<br />Grantor warrants and represents that no default exists under the Leases, and the parties subject to the Leases
<br />have not violated any applicable law on leases, licenses and landlords and tenants. Grantor, at its sole cost and
<br />expense, will keep, observe and perform, and require all other parties to the Leases to comply with the Leases
<br />and any applicable law. If Grantor or any party to the Lease defaults or fails to observe any applicable law,
<br />Grantor will promptly notify Lender. If Grantor neglects or refuses to enforce compliance with the terms of the
<br />Leases, then Lender may, at Lender's option, enforce compliance. Grantor will not sublet, modify, extend,
<br />cancel, or otherwise alter the Leases, or accept the surrender of the Property covered by the Leases (unless the
<br />Leases so required) without Lender's consent. Grantor will not assign, compromise, subordinate or encumber
<br />the Leases and Rents without Lender's prior written consent. Lender does not assume or become liable for the
<br />Property's maintenance, depreciation, or other losses or damages when Lender acts to manage, protect or
<br />preserve the Property, except for losses and damages due to Lender's gross negligence or intentional torts.
<br />Otherwise, Grantor will indemnify Lender and hold Lender harmless for all liability, loss or damage that Lender
<br />may incur when Lender opts to exercise any of its remedies against any party obligated under the Leases.
<br />14. DEFAULT. Grantor will be in default if any of the following occur:
<br />A. Payments. Grantor fails to make a payment when due.
<br />B. Other Events. Anything else happens that causes Lender to reasonably believe that the prospect of
<br />payment, performance or realization of the Property is significantly impaired.
<br />15. REMEDIES. Lender may use any and all remedies Lender has under state or federal law or in any instrument
<br />evidencing or pertaining to the Secured Debts, including, without limitation, the power to sell the Property. Any
<br />amounts advanced on Grantor's behalf will be immediately due and may be added to the balance owing under
<br />the Secured Debts. Lender may make a claim for any and all insurance benefits or refunds that may be
<br />available on Grantor's default.
<br />Subject to any right to cure, required time schedules or any other notice rights Grantor may have under federal
<br />and state law, Lender may make all or any part of the amount owing by the terms of the Secured Debts
<br />immediately due and foreclose this Security Instrument in a manner provided by law upon the occurrence of a
<br />default or anytime thereafter.
<br />If there is a default, Trustee will, in addition to any other permitted remedy, at the request of the Lender,
<br />advertise and sell the Property as a whole or in separate parcels at public auction to the highest bidder for cash.
<br />Trustee will give notice of sale including the time, terms and place of sale and a description of the Property to
<br />be sold as required by the applicable law in effect at the time of the proposed sale.
<br />To the extent not prohibited by law, Trustee will apply the proceeds of the Property's sale in the following
<br />order: to all fees, charges, costs and expenses of exercising the power of sale and the sale; to Lender for all
<br />advances made for repairs, taxes, insurance, liens, assessments and prior encumbrances and interest thereon;
<br />to the Secured Debts' principal and interest; and paying any surplus as required by law. Lender or its designee
<br />may purchase the Property.
<br />Upon any sale of the Property, Trustee will make and deliver a special or limited warranty deed that conveys the
<br />property sold to the purchaser or purchasers. Under this special or limited warranty deed, Trustee will covenant
<br />that Trustee has not caused or allowed a lien or an encumbrance to burden the Property and that Trustee will
<br />specially warrant and defend the Property's title of the purchaser or purchasers at the sale against all lawful
<br />claims and demand of all persons claiming by, through or under Trustee. The recitals in any deed of
<br />conveyance will be prima facie evidence of the facts set forth therein.
<br />RTS Business Holdings Inc.
<br />Nebraska Deed Of Trust Initials
<br />IL/ 4Xrollika00704400004 1 600 1 008 1 204Y ©1996 Bankers Systems, Inc., St. Cloud, MN Ems" Page 4
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