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20020549:
<br />13. ASSIGNMENT OF LEASES AND RENTS. Grantor irrevocably grants, bargains and conveys to Trustee, in
<br />trust for the benefit of the Lender, as additional security all the right, title and interest in and to any and all:
<br />A. Existing or future leases, subleases, licenses, guaranties and any other written or verbal agreements for
<br />the use and occupancy of any portion of the Property, including any extensions, renewals, modifications or
<br />substitutions of such agreements (all referred to as Leases).
<br />B. Rents, issues and profits (all referred to as Rents), including but not limited to security deposits, minimum
<br />rent, percentage rent, additional rent, common area maintenance charges, parking charges, real estate taxes,
<br />other applicable taxes, insurance premium contributions, liquidated damages following default, cancellation
<br />premiums, "loss of rents" insurance, guest receipts, revenues, royalties, proceeds, bonuses, accounts,
<br />contract rights, general intangibles, and all rights and claims which Grantor may have that in any way pertain
<br />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 Security Instrument
<br />will also be regarded as a security agreement.
<br />Grantor will promptly provide Lender with true and correct topics of all existing and future Leases. Grantor may
<br />collect, receive, enjoy and use the Rents so long as Grantor is not in default. Except for one lease period's rent,
<br />Grantor will not collect in advance any fidure Rents without Lender's prior written consent.
<br />Upon default, Grantor will receive Rents in trust far Lender and Grantor will not commingle the Rents with any
<br />other funds. Amounts collected will be applied at Lender's discretion to payments on the Secured Debts as
<br />therein provided, to costs of managing, protecting and preserving the Property and to any other necessary
<br />related expenses including Lender's attorneys' fees and court costs.
<br />Grantor agrees that this assignment is immediately effective between the parties to this Security Instrument
<br />and effective as to third parties on the recording of this Security Instrument. This assignment will remain
<br />effective until the Secured Debts are satisfied. Grantor agrees that Lender is entitled to notify Grantor or
<br />Grantor's tenants to make payments of Rents due or to become due directly to Lender after such recording,
<br />however, Lender agrees not to notify Grantor's tenants until Grantor defaults and Lender notifies Grantor of the
<br />default and demands that Grantor and Grantor's tenants pay all Rents due or to become due directly to Lender.
<br />On receiving the notice of default, Grantor will endorse and deliver to Lender any payments of Rents.
<br />Grantor warrants that no default exists under the Leases or any applicable landlord law. Grantor also agrees to
<br />maintain, and to require the tenants to comply with, the Leases and any applicable law. Grantor will promptly
<br />notify Lender of any noncompliance. If Grantor neglects or refuses to enforce compliance with the terms of the
<br />Leases, then Lender or Trustee may opt to enforce compliance. Grantor will obtain Lender's written
<br />authorization before Grantor consents to sublet, modify, cancel, or otherwise alter the Leases, to accept the
<br />surrender of the Property covered by such Leases (unless the Leases so require), or to assign, compromise or
<br />encumber the Leases or any future Rents. If Lender acts to manage, protect and preserve the Property, Lender
<br />does not assume or become liable for its maintenance, depreciation, or other losses or damages, except those
<br />due to Lender's gross negligence or intentional torts. Otherwise, Grantor will hold Lender harmless and
<br />indemnify Lender for any and all liability, loss or damage that Lender may incur as a consequence of the
<br />assignment under this section.
<br />14. DEFAULT. Grantor will be in default if any of the following occur:
<br />A. Payments. Grantor fails to make a payment in full when due.
<br />B. Insolvency or Bankruptcy. Any legal entity obligated on the Secured Debts makes an assignment for the
<br />benefit of creditors or become insolvent, either because its liabilities exceed its assets or it is unable to pay
<br />its debts as they become due; or it petitions for protection under federal, state or local bankruptcy,
<br />insolvency or debtor relief laws, or is the subject of a petition or action under such laws and fails to have the
<br />petition or action dismissed within a reasonable period of time not to exceed 60 days.
<br />C. Business Termination. Grantor merges, dissolves, reorganizes, ends its business or existence, or a partner
<br />or majority owner dies or is declared legally incompetent.
<br />D. Failure to Perform. Grantor fails to perform any condition or to keep any promise or covenant of this
<br />Security Instrument.
<br />E. Other Documents. A default occurs under the terms of any other transaction document.
<br />F. Other Agreements. Grantor is in default on any other debt or agreement Grantor has with Lender.
<br />G. Misrepresentation. Grantor makes any verbal or written statement or provides any financial information
<br />that is untrue, inaccurate, or conceals a material fact at the time it is made or provided.
<br />H. Judgment. Grantor fails to satisfy or appeal any judgment against Grantor.
<br />I. Forfeiture. The Property is used in a manner or for a purpose that threatens confiscation by a legal
<br />authority.
<br />J. Name Change. Grantor changes Grantor's name or assumes an additional name without notifying Lender
<br />before making such a change.
<br />K. Property Transfer. Grantor transfers all or a substantial part of Grantor's money or property. This
<br />condition of default, as it relates to the transfer of the Property, is subject to the restrictions contained in the
<br />DUE ON SALE section.
<br />L. Property Value. The value of the Property declines or is impaired.
<br />M. Material Change. Without first notifying Lender, there is a material change in Grantor's business,
<br />including ownership, management, and financial conditions.
<br />N. Insecurity. Lender reasonably believes that Lender is insecure.
<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 />ran
<br />Win—ke Dead Of Trust
<br />NE1 4x x14469500529800003528013051702Y ° °1998 Bankers Systems, Inc., S1 Clout, MN Y�i { initials
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