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herewith, are hereby incorporated into this Deed of Trust by this reference. 200209147
<br />6.07 Severability of Provisions. If any provision of this Deed of Trust shall be held to be prohibited by or
<br />invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or
<br />invalidity without invalidating the remainder of such provision or any remaining provisions of this Deed of
<br />Trust.
<br />6.08 Governing Law. This Deed of Trust shall be governed by and construed in accordance with the laws of
<br />the State of Nebraska.
<br />6.09 Arbitration
<br />(a) Arbitration. The parties hereto agree, upon demand by any party, to submit to binding arbitration all
<br />claims, disputes and controversies between or among them (and their respective employees, officers,
<br />directors, attorneys, and other agents), whether in tort, contract or otherwise arising out of or relating to in
<br />any way (i) the loan and related loan and security documents which are the subject of this Deed of Trust and
<br />its negotiation, execution, collateralization, administration, repayment, modification, extension, substitution,
<br />formation, inducement, enforcement, default or termination; or (ii) requests for additional credit.
<br />(b) Governing Rules. Any arbitration proceeding will (i) proceed in a location in Nebraska selected by the
<br />American Arbitration Association ( "AAA "); (ii) be governed by the Federal Arbitration Act (Title 9 of the United
<br />States Code), notwithstanding any conflicting choice of law provision in any of the documents between the
<br />parties; and (iii) be conducted by the AAA, or such other administrator as the parties shall mutually agree
<br />upon, in accordance with the AAA's commercial dispute resolution procedures, unless the claim or
<br />counterclaim is at least $1,000,000.00 exclusive of claimed interest, arbitration fees and costs in which case
<br />the arbitration shall be conducted in accordance with the AAA's optional procedures for large, complex
<br />commercial disputes (the commercial dispute resolution procedures or the optional procedures for large,
<br />complex commercial disputes to be referred to, as applicable, as the "Rules "). If there is any inconsistency
<br />between the terms hereof and the Rules, the terms and procedures set forth herein shall control. Any party
<br />who fails or refuses to submit to arbitration following a demand by any other party shall bear all costs and
<br />expenses incurred by such other party in compelling arbitration of any dispute. Nothing contained herein shall
<br />be deemed to be a waiver by any party that is a bank of the protections afforded to it under 12 U.S.C. §91 or
<br />any similar applicable state law.
<br />(c) No Waiver of Provisional Remedies. Self -Help and Foreclosure. The arbitration requirement does not limit
<br />the right of any party to (i) foreclose against real or personal property collateral; (ii) exercise self -help remedies
<br />relating to collateral or proceeds of collateral such as setoff or repossession; or (iii) obtain provisional or
<br />ancillary remedies such as replevin, injunctive relief, attachment or the appointment of a receiver, before
<br />during or after the pendency of any arbitration proceeding. This exclusion does not constitute a waiver of the
<br />right or obligation of any party to submit any dispute to arbitration or reference hereunder, including those
<br />arising from the exercise of the actions detailed in sections (i), (ii) and (iii) of this paragraph.
<br />(d) Arbitrator Qualifications and Powers. Any arbitration proceeding in which the amount in controversy is
<br />$5,000,000.00 or less will be decided by a single arbitrator selected according to the Rules, and who shall not
<br />render an award of greater than $5,000,000.00. Any dispute in which the amount in controversy exceeds
<br />$5,000,000.00 shall be decided by majority vote of a panel of three arbitrators; provided however, that all
<br />three arbitrators must actively participate in all hearings and deliberations. The arbitrator will be a neutral
<br />attorney licensed in the State of Nebraska or retired judges of the state or federal judiciary of Nebraska, with
<br />a minimum of ten years experience in the substantive law applicable to the subject matter of the dispute to be
<br />arbitrated. The arbitrator will determine whether or not an issue is arbitratable and will give effect to the
<br />statutes of limitation in determining any claim. In any arbitration proceeding the arbitrator will decide (by
<br />documents only or with a hearing at the arbitrator's discretion) any pre- hearing motions which are similar to
<br />motions to dismiss for failure to state a claim or motions for summary adjudication. The arbitrator shall
<br />resolve all disputes in accordance with the substantive law of Nebraska and may grant any remedy or relief
<br />that a court of such state could order or grant within the scope hereof and such ancillary relief as is necessary
<br />to make effective any award. The arbitrator shall also have the power to award recovery of all costs and
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