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200315821
<br />C. Name and Place of Business. Other than previously disclosed in writing to Lender, Assignor has not changed
<br />Assignor's name or principal place of business within the last ten years and has not used any other trade or
<br />fictitious name. Without Lender's prior written consent, Assignor does not and will not use any other name and will
<br />preserve Assignor's existing name, trade names and franchises.
<br />D. Ownership or Lease of Property. Assignor owns or leases all property that Assignor needs to conduct Assignor's
<br />business and activities. All of Assignor's property is free and clear of all liens, security interests, encumbrances and
<br />other adverse claims and interests, except those Lender previously agreed to in writing.
<br />E. Compliance with Laws. Assignor is not violating any laws, regulations, rules, orders, judgments or decrees
<br />applicable to Assignor or Assignor's property, except for those that Assignor is challenging in good faith through
<br />proper proceedings after providing adequate reserves to fully pay the claim and its challenge should Assignor lose.
<br />F. Title. Assignor has good title to the Leases, Rents and Property and the right to assign, grant and convey to Lender
<br />as additional security the Leases and Rents, and no other person has any right in the Leases and Rents.
<br />G. Recordation. Assignor has recorded the Leases as required by law or as otherwise prudent for the type and use of
<br />the Property.
<br />H. Default. No default exists under the Leases, and the parties subject to the Leases have not violated any applicable
<br />law on leases, licenses and landlords and tenants. Assignor, at its sole cost and expense, will keep, observe and
<br />perform, and require all other parties to the Leases to comply with the Leases and any applicable law. If Assignor
<br />or any party to the Lease defaults or fails to observe any applicable law, Assignor will promptly notify Lender.
<br />I. Lease Modification. Assignor has not sublet, modified, extended, canceled, or otherwise altered the Leases, or
<br />accepted the surrender of the Property covered by the Leases (unless the Leases so required).
<br />J. Encumbrance. Assignor has not assigned, compromised, subordinated or encumbered the Leases and Rents.
<br />8. COVENANTS. Assignor agrees to the following covenants:
<br />A. Rent Abatement and Insurance. When any Lease provides for an abatement of Rents due to fire, flood or other
<br />casualty, Assignor will insure against this risk of loss with a policy satisfactory to Lender. Assignor may choose
<br />the insurance company, subject to Lender's approval, which will not be unreasonably withheld.
<br />B. Copies of Leases. Assignor will promptly provide Lender with copies of the Leases and will certify these Leases are
<br />true and correct copies. The existing Leases will be provided on execution of the Assignment, and all future
<br />Leases and any other information with respect to these Leases will be provided immediately after they are
<br />executed.
<br />C. Right to Rents. Immediately after the execution of this Assignment, Assignor will notify all current and future
<br />tenants and others obligated under the Leases of Lender's right to the Leases and Rents, and will request that they
<br />immediately pay all future Rents directly to Lender when Assignor or Lender asks them to do so.
<br />D. Accounting. When Lender requests, Assignor will provide to Lender an accounting of Rents, prepared in a form
<br />acceptable to Lender, subject to generally accepted accounting principles and certified by Assignor or Assignor's
<br />accountant to be current, accurate and complete as of the date requested by Lender.
<br />E. Lease Modification. Assignor will not sublet, modify, extend, cancel, or otherwise alter the Leases, or accept the
<br />surrender of the Property covered by the Leases (unless the Leases so required) without Lender's written consent.
<br />F. Encumbrance. Assignor will not assign, compromise, subordinate or encumber the Leases and Rents without
<br />Lender's prior written consent.
<br />G. Future Leases. Assignor will not enter into any future Leases without prior written consent from Lender. Assignor
<br />will execute and deliver such further assurances and assignments as to these future Leases as Lender requires
<br />from time to time.
<br />H. Personal Property. Assignor will not sell or remove any personal property on the Property, unless Assignor replaces
<br />this personal property with like kind for the same or better value.
<br />I. Prosecution and Defense of Claims. Assignor will appear in and prosecute its claims or defend its title to the
<br />Leases and Rents against any claims that would impair Assignor's interest under this Assignment and, on Lender's
<br />request, Assignor will also appear in any action or proceeding on behalf of Lender. Assignor agrees to assign to
<br />Lender, as requested by Lender, any right, claims or defenses which Assignor may have against parties who supply
<br />labor or materials to improve or maintain the leaseholds subject to the Leases and /or the Property.
<br />J. Liability and Indemnification. Lender does not assume or become liable for the Property's maintenance,
<br />depreciation, or other losses or damages when Lender acts to manage, protect or preserve the Property, except for
<br />losses or damages due to Lender's gross negligence or intentional torts to the extent permitted by law. Otherwise,
<br />Assignor will indemnify Lender and hold Lender harmless for all liability, loss or damage that Lender may incur
<br />when Lender opts to exercise any of its remedies against any party obligated under the Leases.
<br />K. Leasehold Estate. Assignor will not cause or permit the leasehold estate under the Leases to merge with Assignor's
<br />reversionary interest, and agrees that the Leases shall remain in full force and effect regardless of any merger of
<br />the Assignor's interests and of any merger of the interests of Assignor and any party obligated under the Leases.
<br />L. Insolvency. Lender will be the creditor of each tenant and of anyone else obligated under the Leases who is subject
<br />to an assignment for the benefit of creditors, an insolvency, a dissolution or a receivership proceeding, or a
<br />bankruptcy.
<br />(page 3 of 7)
<br />Ej(l5E-� ©2001 Bankers Systems, Inc., St. Cloud, MN Form ASMT- RENT -NE 5/1/2002
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