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<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. Assignor merges, dissolves, reorganizes, ends its business or existence, or a
<br />partner or majority owner dies or is declared legally incompetent.
<br />D. Failure to Perform. Assignor fails to perform any condition or to keep any promise or covenant of this
<br />Assignment.
<br />E. Other Documents. A default occurs under the terms of any other transaction document.
<br />F. Other Agreements. Assignor is in default on any other debt or agreement Assignor has with Lender.
<br />G. Misrepresentation. Assignor 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. Assignor fails to satisfy or appeal any judgment against Assignor.
<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. Assignor changes Assignor's name or assumes an additional name without notifying
<br />Lender before making such a change.
<br />K. Property Transfer. Assignor transfers all or a substantial part of Assignor'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 Assignor's business,
<br />including ownership, management, and financial conditions.
<br />N. Insecurity. Lender reasonably believes that Lender is insecure.
<br />14. REMEDIES. After Assignor defaults, and after Lender gives any legally required notice and opportunity to
<br />cure the default, Lender may at Lender's option do any one or more of the following.
<br />A. Acceleration. Lender may make all or any part of the amount owing by the terms of the Secured Debts
<br />immediately due.
<br />B. Additional Security. Lender may demand additional security or additional parties to be obligated to pay
<br />the Secured Debts.
<br />C. Sources. Lender may use any and all remedies Lender has under Nebraska or federal law or in any
<br />instrument evidencing or pertaining to the Secured Debts.
<br />D. Insurance Benefits. Lender may make a claim for any and all insurance benefits or refunds that may be
<br />available on Assignor's default.
<br />E. Payments Made On Assignor's Behalf. Amounts advanced on Assignor's behalf will be immediately due
<br />and may be added to the Secured Debts.
<br />F. Rents. Lender may terminate Assignor's right to collect Rents and directly collect and retain Rents in
<br />Lender's name without taking possession of the Property and to demand, collect, receive, and sue for the
<br />Rents, giving proper receipts and releases. In addition, after deducting all reasonable expenses of collection
<br />from any collected and retained Rents, Lender may apply the balance as provided for by the Secured Debts.
<br />G. Entry. Lender may enter, take possession, manage and operate all or any part of the Property; make,
<br />modify, enforce or cancel or accept the surrender of any Leases; obtain or evict any tenants or licensees;
<br />increase or reduce Rents; decorate, clean and make repairs or do any other act or incur any other cost Lender
<br />deems proper to protect the Property as fully as Assignor could do. Any funds collected from the operation
<br />of the Property may be applied in such order as Lender may deem proper, including, but not limited to,
<br />payment of the following: operating expenses, management, brokerage, attorneys' and accountants' fees,
<br />the Secured Debts, and toward the maintenance of reserves for repair or replacement. Lender may take
<br />such action without regard to the adequacy of the security, with or without any action or proceeding,
<br />through any person or agent, or receiver to be appointed by a court, and irrespective of Assignor's
<br />possession.
<br />The collection and application of the Rents or the entry upon and taking possession of the Property as set
<br />out in this section shall not cure or waive any notice of default under the Secured Debts, this Assignment, or
<br />invalidate any act pursuant to such notice. The enforcement of such remedy by Lender, once exercised,
<br />shall continue for so long as Lender shell elect, notwithstanding that such collection and application of Rents
<br />may have cured the original default.
<br />H. Waiver. Except as otherwise required by law, by choosing any one or more of these remedies you do not
<br />give up any other remedy. You do not waive a default if you choose not to use a remedy. By electing not to
<br />use any remedy, you do not waive your right to later consider the event a default and to use any remedies if
<br />the default continues or occurs again.
<br />15. TERM. This Assignment will remain in full force and effect until the Secured Debts are paid or otherwise
<br />discharged and Lender is no longer obligated to advance funds under any loan or credit agreement which is a
<br />part of the Secured Debts. If any or all payments of the Secured Debts are subsequently invalidated, declared
<br />void or voidable, or set aside and are required to be repaid to a trustee, custodian, receiver or any other party
<br />under any bankruptcy act or other state or federal law, then the Secured Debts will be revived and will continue
<br />in full force and effect as if this payment had not been made.
<br />16. CO- SIGNERS. If Assignor signs this Assignment but does not sign the Secured Debts, Assignor does so
<br />only to assign Assignor's interest in the Property to secure payment of the Secured Debts and Assignor does
<br />not agree to be personally liable on the Secured Debts. If this Assignment secures a guaranty between Lender
<br />Pharmacy Properties, L.L.C.
<br />Nebraska Assignment of Leases and Rents Initials
<br />NE/4XXX1 0881 00600000003652062061102Y 11996 Bankers Systems, Inc., St. Clod, MN Ex per ; F-9- --5
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