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<br />successors or assigns may sustain; and (2) at Lender's discretion, Lender may release this Assignment and in
<br />return Assignor will provide Lender with collateral of at least equal value to the Property secured by this
<br />Assignment without prejudice to any of Lender's rights under this Assignment.
<br />L. Notwithstanding any of the language contained in this Assignment to the contrary, the terms of this
<br />section will survive any foreclosure or satisfaction of this Assignment regardless of any passage of title to
<br />Lender or any disposition by Lender of any or all of the Property. Any claims and defenses to the contrary
<br />are hereby waived.
<br />8. CONDEMNATION. Assignor will give Lender prompt notice of any pending or threatened action by private or
<br />public entities to purchase or take any or all of the Property through condemnation, eminent domain, or any
<br />other means. Assignor authorizes Lender to intervene in Assignor's name in any of the above described actions
<br />or claims. Assignor assigns to Lender the proceeds of any award or claim for damages connected with a
<br />condemnation or other taking of all or any part of the Property. Such proceeds will be considered payments and
<br />will be applied as provided in this Assignment. This assignment of proceeds is subject to the terms of any prior
<br />mortgage, deed of trust, security agreement or other.lien document.
<br />9. DUE ON SALE OR ENCUMBRANCE. Lender may, at its option, declare the entire balance of the Secured
<br />Debt to be immediately due and payable upon the creation of, or contract for the creation of, any lien,
<br />encumbrance, transfer or sale of all or any part of the Property. This right is subject to the restrictions imposed
<br />by federal law (12 C.F.R. 591), as applicable.
<br />10. WARRANTIES AND REPRESENTATIONS. Assignor has the right and authority to enter into this
<br />Assignment. The execution and delivery of this Assignment will not violate any agreement governing Assignor
<br />or to which Assignor is a party.
<br />A. Title. Assignor has good title to the Leases, Rents and Property and the right to assign, grant and convey
<br />to Lender as additional security the Leases and Rents, and no other person has any right in the Leases and
<br />Rents.
<br />B. Recordation. Assignor has recorded the Leases as required by law or as otherwise prudent for the type
<br />and use of the Property.
<br />C. Default. No default exists under the Leases, and the parties subject to the Leases have not violated any
<br />applicable law on leases, licenses and landlords and tenants. Assignor, at its sole cost and expense, will
<br />keep, observe and perform, and require all other parties to the Leases to comply with the Leases and any
<br />applicable law. If Assignor or any party to the Lease defaults or fails to observe any applicable law, Assignor
<br />will promptly notify Lender.
<br />D. Lease Modification. Assignor has not sublet, modified, extended, canceled, or otherwise altered the
<br />Leases, or accepted the surrender of the Property covered by the Leases (unless the Leases so require).
<br />E. Encumbrance. Assignor has not assigned, compromised, subordinated or encumbered the Leases and
<br />Rents.
<br />11. COVENANTS. Assignor agrees to the following covenants:
<br />A. Rent Abatement and Insurance. When any Lease provides for an abatement of Rents due to fire, flood or
<br />other casualty, Assignor will insure against this risk of loss with a policy satisfactory to Lender. Assignor
<br />may choose the insurance company, subject to Lender's approval, which will not be unreasonably withheld.
<br />B. Copies of Leases. Assignor will promptly provide Lender with copies of the Leases and will certify these
<br />Leases are true and correct copies. The existing Leases will be provided on execution of the Assignment,
<br />and all future Leases and any other information with respect to these Leases will be provided immediately
<br />after they are executed.
<br />C. Right To Rents. Immediately after the execution of this Assignment, Assignor will notify all current and
<br />future tenants and others obligated under the Leases of Lender's rights to the Leases and Rents, and will
<br />request that they immediately pay all future Rents directly to Lender when Assignor or Lender asks them to
<br />do so.
<br />D. Accounting. When Lender requests, Assignor will provide to Lender an accounting of Rents, prepared in a
<br />form acceptable to Lender, subject to generally accepted accounting principles and certified by Assignor or
<br />Assignor's accountant to be current, accurate and complete as of the date requested by Lender.
<br />E. Lease Modification. Assignor will not sublet, modify, extend, cancel, or otherwise alter the Leases, or
<br />accept the surrender of the Property covered by the Leases (unless the Leases so require) without Lender's
<br />written consent.
<br />F. Encumbrance. Assignor will not assign, compromise, subordinate or encumber the Leases and Rents
<br />without Lender's prior written consent.
<br />G. Future Leases. Assignor will not enter into any future Leases without prior written consent from Lender.
<br />Assignor will execute and deliver such further assurances and assignments as to these future Leases as
<br />Lender requires from time to time.
<br />H. Personal Property. Assignor will not sell or remove any personal property on the Property, unless
<br />Assignor replaces this personal property with like kind for the same or better value.
<br />I. Prosecution and Defense of Claims. Assignor will appear in and prosecute its claims or defend its title to
<br />the Leases and Rents against any claims that would impair Assignor's interest under this Assignment and, on
<br />Lender's request, Assignor will also appear in any action or proceeding on behalf of Lender. Assignor agrees
<br />to assign to Lender, as requested by Lender, any right, claims or defenses which Assignor may have against
<br />parties who supply labor or materials to improve or maintain the leaseholds subject to the Leases and /or the
<br />Property.
<br />J. Liability and Indemnification. Lender does not assume or become liable for the Property's maintenance,
<br />depreciation, or other losses or damages when Lender acts to manage, protect or preserve the Property,
<br />except for losses or damages due to Lender's gross negligence or intentional torts. Otherwise, Assignor will
<br />JOY ANN ROMSA
<br />Nebraska Assignment of Leases and Rents Initials
<br />NE/ 4XX283330008 1 5 1 000045 5801 3 1 22404Y ©1996 Bankers Systems, Inc., St. Cloud, MN Eu � Page 3
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