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200503'788
<br />in writing and may increase the interest rate on the Note to the interest rate on which Beneficiary would then
<br />commit to make a first mortgage loan of like term and character with similar security, as determined by
<br />Beneficiary in its sole discretion, or impose whatever other conditions it may deem necessary to compensate
<br />it for the increased risk resulting from the breach of the foregoing covenants. Such increase in interest shall
<br />entitle Beneficiary to increase monthly payments under the Note so that the increased monthly payments
<br />will fully amortize the outstanding balance of the indebtedness over the unexpired term of the Note. The
<br />execution and delivery by the Grantor of any joint venture agreement, partnership agreement, declaration or
<br />revocation of trust, option agreement or other agreement whereby any other person or entity may become
<br />entitled, directly or indirectly, to the title, possession or enjoyment of the Real Property, or the income or
<br />other benefits of the Real Property, shall, in each case, be deemed to be a conveyance or assignment of the
<br />Grantor's interest in the Real Property for the purposes of this paragraph, and shall require prior written
<br />consent from the Beneficiary. If ownership of the Real Property or any part thereof becomes vested in a
<br />person or an entity other than Grantor, whether or not Beneficiary has given written consent to, such change
<br />in ownership, Beneficiary may deal with such successor or successors in interest with reference to this Deed
<br />of Trust and the obligations secured hereby, in the same manner as with Grantor, without in any way
<br />vitiating or discharging Grantor's liability hereunder or the obligations hereby secured. Any transfer of the
<br />Real Property or a controlling interest in Grantor to an entity duly organized and validly existing in good
<br />standing controlled directly or indirectly by George B. Huber shall not constitute a transfer subject to the
<br />provisions of this paragraph provided Beneficiary has received (i) thirty days prior written notice of the
<br />transfer, and (ii) copies of current financial statements, organizational documents, incumbency
<br />certificates and authorizing resolutions for such entity. Notwithstanding the foregoing provisions, and
<br />provided Grantor is not then in default under the Note, this Deed of Trust or any of the Loan Documents,
<br />upon prior written notice to Beneficiary, Grantor shall have a one -time only right with payment of an
<br />assumption fee equal to one percent (1 %) of the unpaid principal balance of the Note to convey the Real
<br />Property to a transferee whose creditworthiness, financial strength, reputation, experience and property
<br />management ability with respect to the ownership, operation and leasing of properties similar to the
<br />Mortgaged Property, are satisfactory to Beneficiary, which approval shall not be unreasonably withheld
<br />or delayed. If Beneficiary withholds its approval because of the proposed transferee's lack of
<br />creditworthiness, experience, reputation, property management ability, or financial strength or other
<br />reasonable basis which leads Beneficiary to reasonably believe the loan or the security would be
<br />impaired, Beneficiary shall not be deemed to have unreasonably withheld its consent. As a condition of
<br />Beneficiary's approval, such transferee shall assume all of Grantor's obligations under the Note and the
<br />Loan Documents and Grantor and any Guarantors of the indebtedness shall agree to remain fully bound.
<br />Any consent given by Beneficiary pursuant to the foregoing paragraphs shall not constitute a consent to
<br />any future such transaction.
<br />17. No Other Encumbrances- Due On Encumbrance. At no time during the term of the loan,
<br />shall Grantor create, assume, or suffer to exist on the Real Property, or any part thereof, any mortgage,
<br />deed of trust or other security instrument (other than this Deed of Trust) without first obtaining the prior
<br />written consent of Beneficiary. Whether or not the consent of Beneficiary has been obtained, Grantor, for
<br />itself and for all future owners of the Real Property, agrees that this Deed of Trust may be modified,
<br />varied, extended, renewed, or reinstated at any time by agreement between the holder of this Deed of
<br />Trust and the Grantor, or the then owner of the Real Property, without notice to, or the consent of, any
<br />subordinate mortgagee, beneficiary or lienor, and any such modifications, variance, extension, renewal,
<br />or reinstatement shall be binding upon such subordinate mortgagee, beneficiary or lienor with the same
<br />force and effect as if such subordinate mortgagee, beneficiary or lienor had consented thereto. This
<br />clause shall be self- operative, and no instrument of subordination shall be required from any subordinate
<br />mortgagee, beneficiary or lienor. Grantor agrees that should the Real Property or any part thereof at any
<br />time be or become subject to the lien of any other mortgage or deed of trust or subject to any other
<br />Dof r- Nebraska -12/04 NC LGL 5 Symetra Loan No. SBOL1508
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