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<br />A. Existing or future leases, subleases, licenses, guaranties and any other written or verbal agreements for
<br />the use and occupancy of the Property, including any extensions, renewals, modifications or replacements
<br />(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 Assignor may have that in any way
<br />pertain 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 Assignment will also
<br />be regarded as a security agreement. Grantor will promptly provide Lender with copies of the Leases and will
<br />certify these Leases are true and correct copies. The existing Leases will be provided on execution of the
<br />Assignment, and all future Leases and any other information with respect to these Leases will be provided
<br />immediately after they are executed. Grantor may collect, receive, enjoy and use the Rents so long as Grantor
<br />is not in default. Grantor will not collect in advance any Rents due in future lease periods, unless Grantor first
<br />obtains Lender's written consent. Upon default, Grantor will receive any Rents in trust for Lender and Grantor
<br />will not commingle the Rents with any other funds. When Lender so directs, Grantor will endorse and deliver
<br />any payments of Rents from the Property to Lender. Amounts collected will be applied at Lender's discretion to
<br />the Secured Debts, the costs of managing, protecting and preserving the Property, and other necessary
<br />expenses. Grantor agrees that this Security Instrument is immediately effective between Grantor and Lender
<br />and effective as to third parties on the recording of this Assignment. As long as this Assignment is in effect,
<br />Grantor warrants and represents that no default exists under the Leases, and the parties subject to the Leases
<br />have not violated any applicable law on leases, licenses and landlords and tenants. Grantor, at its sole cost and
<br />expense, will keep, observe and perform, and require all other parties to the Leases to comply with the Leases
<br />and any applicable law. If Grantor or any party to the Lease defaults or fails to observe any applicable law,
<br />Grantor will promptly notify Lender. If Grantor neglects or refuses to enforce compliance with the terms of the
<br />Leases, then Lender or Trustee may, at Lender's option, enforce compliance. Grantor will not sublet, modify,
<br />extend, cancel, or otherwise alter the Leases, or accept the surrender of the Property covered by the Leases
<br />(unless the Leases so required) without Lender's consent. Grantor will not assign, compromise, subordinate or
<br />encumber the Leases and Rents without Lender's prior written consent. Lender does not assume or become
<br />liable for the Property's maintenance, depreciation, or other losses or damages when Lender acts to manage,
<br />protect or preserve the Property, except for losses and damages due to Lender's gross negligence or intentional
<br />torts. Otherwise, Grantor will indemnify Lender and hold Lender harmless for all liability, loss or damage that
<br />Lender may incur when Lender opts to exercise any of its remedies against any party obligated under the
<br />Leases.
<br />14. DEFAULT. Grantor will be in default if any of the following occur:
<br />A. Payments. Grantor fails or Guarantor fails to make a payment in full when due.
<br />B. Insolvency. Grantor makes an assignment for the benefit of creditors or becomes insolvent, either
<br />because Grantor's liabilities exceed Grantor's assets or Grantor is unable to pay Grantor's debts as they
<br />become due.
<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 />the Secured Debts. Lender may make a claim for any and all insurance benefits or refunds that may be
<br />available on Grantor's default.
<br />Subject to any right to cure, required time schedules or any other notice rights Grantor may have under federal
<br />and state law, Lender may make all or any part of the amount owing by the terms of the Secured Debts
<br />immediately due and foreclose this Security Instrument in a manner provided by law upon the occurrence of a
<br />default or anytime thereafter.
<br />If there is a default, Trustee will, in addition to any other permitted remedy, at the request of the Lender,
<br />advertise and sell the Property as a whole or in separate parcels at public auction to the highest bidder for cash.
<br />Trustee will give notice of sale including the time, terms and place of sale and a description of the Property to
<br />be sold as required by the applicable law in effect at the time of the proposed sale.
<br />To the extent not prohibited by law, Trustee will apply the proceeds of the Property's sale in the following
<br />order: to all fees, charges, costs and expenses of exercising the power of sale and the sale; to Lender for all
<br />Lyle L. Dutton
<br />Nebraska Deed Of Trust Initials
<br />NE/ 4XX1 4469 5006000000037 7001 5 1 23 1 02Y 01996 Bankers Systems, Inc., St. Cloud, MN "' , Page 3
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