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200203338 <br />5. TRANSFER OF THE PROPERTY; ASSUMPTION. If all or any part of the property or interest therein is sold, transferred <br />or otherwise conveyed by Trustor without Beneficiary's prior written consent, excluding (a) the creation of a lien or encumbrance <br />subordinate to this Deed of Trust, (b) the creation of a purchase money security interest for household appliances, (c) a transfer by <br />devise, descent or by operation of law upon the death of a joint tenant or (d) the grant of any leasehold interest of three years or less <br />not containing an option to purchase, such action is a breach of this agreement, and Beneficiary may, at Beneficiary's option, <br />declare all the sums secured by this Deed of Trust to be immediately due and payable, or cause the trustee to file a notice of default. <br />Beneficiary shall have waived such option to accelerate if, prior to the sale, transfer of conveyance, Beneficiary and the person to <br />whom the property is to be sold or transferred reach agreement in writing that the credit of such person is satisfactory to Beneficiary <br />and that the interest payable on the sums secured by this Deed of Trust shall be at such rate as Beneficiary shall request. <br />6. ACCELERATION UPON DEFAULT; REMEDIES; SALE. The failure by the Trustor to make any payment or to perform <br />any of the terms and conditions of the Note, or any renewals, modifications or extensions thereof, or the payment of any other <br />indebtedness secured hereby or in the performance of any of the covenants or agreements hereunder shall be a breach of this <br />agreement and the Beneficiary may declare a default and may declare all sums secured hereby immediately due and payable and <br />the same shall thereupon become due and payable without presentment, demand, protest or notice of any kind. Thereafter, <br />Beneficiary may deliver to Trustee a written declaration of default and demand for sale. Trustor agrees and hereby grants that the <br />Trustee shall have the power of sale of the Property and if Beneficiary decides the Property is to be sold it shall deposit with Trustee <br />this Deed of Trust and the Note or notes and any other documents evidencing expenditures secured hereby, and shall deliver to <br />Trustee a written notice of default and election to cause the Property to be sold, and Trustee, in turn, shall prepare a similar notice in <br />the form required by law, which shall be duly filed for record by Trustee. <br />(a) After the lapse of such time as may be required by law following the recordation of Notice of Default, and Notice of <br />Default and Notice of Sale having been given as required by law, Trustee, without demand on Trustor, shall sell the <br />Property in one or more parcels and in such order as Trustor may determine on the date and the time and place <br />designated in said Notice of Sale, at public auction to the highest bidder, the purchase price payable in cash in lawful <br />money of the United States at the time of sale. The person conducting the sale may, for any cause he or she deems <br />expedient, postpone the sale from time to time until it shall be completed and, in every such case, notice of <br />postponement shall be given by public declaration thereof by such person at the time and place last appointed for the <br />sale; provided, if the sale is postponed for longer than one (1) day beyond the day designated in the Notice of Sale, <br />notice thereof shall be given in the same manner as the original Notice of Sale. Trustee shall execute and deliver to <br />the purchaser its Deed conveying the Property so sold, but without any covenant or warranty, express, or implied. <br />The recitals in the Deed of any manners or facts shall be conclusive proof of the truthfulness thereof. Any person, <br />including without limitation Beneficiary or Trustee, may purchase at the sale. <br />(b) When Trustee sells pursuant to the powers herein, Trustee shall apply the proceeds of the sale to payment of the <br />costs and expenses of exercising the power of sale of the sale, including, without limitation, the payment of Trustee's <br />Fees incurred, which Trustee's Fees shall not in the aggregate exceed the following amounts based upon the <br />amount secured hereby and remaining unpaid: 5 percentum on the balance thereof; and then to the items in <br />subparagraph (c) in the order there stated. <br />(c) After paying the items specified in subparagraph (b), if the sale is by Trustee, or the proper court and other costs of <br />foreclosure and sale if the sale is pursuant to judicial foreclosure, the proceeds of sale shall be applied in the order <br />stated below to the payment of: <br />(1) Attorneys fees and costs of collection; <br />(2) Cost of any evidence of title procured in connection with such sale and of any revenue required to be paid; <br />(3) All obligations secured by this Trust deed; <br />(4) The remainder if any to the person legally entitled thereto. <br />7. ADDITIONAL SECURITY INSTRUMENTS. Trustor, at its expense, will execute and deliver to the Beneficiary, promptly <br />upon demand, such security instruments as may be required by Beneficiary, in form and substance satisfactory to Beneficiary, <br />covering any of the Property conveyed by this Deed of Trust, which security instruments shall be additional security for Trustor's <br />faithful performance of all the terms, covenants and conditions of this Deed of Trust, the promissory notes secured hereby, and any <br />other security instruments executed in connection with this transaction. Such instruments shall be recorded or filed at Trustor's <br />expense. <br />8. APPOINTMENT OF SUCCESSOR TRUSTEE. Beneficiary may, from time to time, by a written instrument executed and <br />acknowledged by Beneficiary, mailed to Trustor and recorded in the county or counties in which the Property is located and by <br />otherwise complying with the provisions of the applicable laws of the State of Nebraska substitute a successor or successors to the <br />Trustee named herein or acting hereunder. <br />9. INSPECTIONS. Beneficiary, or its agents, representatives or workmen, are authorized to enter at any reasonable time <br />upon or in any part of the Property for the purpose of inspecting the same and for the purpose of performing any of the acts it is <br />authorized to perform under the terms of the Deed of Trust. <br />10. OPTION TO FORECLOSE. Upon the occurrence of any breach and upon the declaration of default hereunder, <br />Beneficiary shall have the option to foreclose this Deed of Trust in the manner provided by law for the foreclosure of mortgages on <br />real property. <br />11. FOREBEARANCE BY BENEFICIARY OR TRUSTEE NOT A WAIVER. Any forebearance by Beneficiary or Trustee in <br />exercising any right or remedy hereunder, or otherwise afforded by applicable law, shall not be a waiver of or preclude the exercise <br />of any such right or remedy hereunder. Likewise, the waiver by Beneficiary or Trustee of any default of Trustor under this Deed of <br />Trust shall not be deemed to be a waiver of any other or similar subsequently occurring. <br />12. TRUSTOR NOT RELEASED. Extension of the time of payment or modification or amortization of the sums secured by <br />this Deed of Trust granted by Beneficiary to any successor in interest of Trustor shall not operate to release in any manner, the <br />liability of the original Trustor and Trustor is successor in interest. Beneficiary shall not be required to commence proceedings <br />against such successor or refuse to extend time for payment or otherwise modify amortization of the sums secured by this Deed of <br />Trust by reason of any demand made by the original Trustor and Trustor's successors in interest. <br />13. BENEFICIARY'S POWERS. Without affecting or releasing the liability of the Trustor or any other person liable for the <br />payment of any obligation herein mentioned, and without affecting the lien or charge of this Deed of Trust upon any portion of the <br />Property not then or theretofore released as security for the full amount of all unpaid obligations, Beneficiary may, from time to time <br />and without notice at the request of one or more Trustors (i) release any person so liable, (ii) extend or renew the maturity or alter <br />any of the terms of any such obligations, (iii) grant other indulgences, (iv) release or reconvey, or cause to be released or <br />reconveyed at any time at Beneficiary's options any parcel, portion or all of the Property, (v) take or release any other or additional <br />security for any obligation herein mentioned, (vi) make compositions or other arrangements with debtors in relation thereto. All <br />Trustors shall be jointly and severally obligated and bound by the actions of the Beneficiary or any trustor as herein stated. <br />14. ATTORNEY FEES, COSTS AND EXPENSES. If the Beneficiary of this Deed of Trust is a bank as defined by Nebraska <br />law, any statement contained in any other section of this deed notwithstanding, the Beneficiary shall not be entitled to receive or <br />take and debtor shall not be obligated to pay or give; any confession of judgment, power of attorney to confess judgment, power of <br />attorney to appear for a borrower in a judicial proceeding or agreement to pay the costs of collection or the attorney's fees, unless <br />the interest payable by the terms of the Note referred to in this deed is 16% per annum or less, or the note referred to in this deed is <br />repayable in two or more equal or unequal installments and over a period of more than one hundred forty-five (145) months. <br />Provide, however, that this section does not apply to the trustee fee referred to in Paragraph B.6(b). Provided further that this <br />Paragraph B.14 shall not apply to this Deed of Trust, if the Beneficiary herein is not a bank. <br />ITEM 25288L3 (0003) <br />