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<br />200600597
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<br />THIS DEED OF TRUST WITH UNIFORM COMMERCIAL CODE SECURITY
<br />AGREEMENT AND WITH ASSIGNMENT OF LEASES, RENTS AND PROFITS
<br />("Instrument"), made as of the 16th day of December, 2005, by and among HOCH, INC., d/b/a
<br />H&H Distributing, a Nebraska corporation having an address at 4221 Juergen Road, Grand
<br />Island, Nebraska 68803, as party of the first part ("Grantor"), FIRST AMERICAN TITLE
<br />INSURANCE COMPANY, having an address at 440 Regency Parkway Drive, Suite 150,
<br />Omaha, Nebraska 68114, as party of the second part ("Trustee"), and GE CAPITAL
<br />FRANCHISE FINANCE CORPORATION, a Delaware corporation having an address at 17207
<br />North Perimeter Drive, Scottsdale, Arizona 85255, as party of the third part ("Beneficiary");
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<br />WITNESSETH THAT
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<br />WHEREAS, H&H Carrier Corporation, a Nebraska corporation ("Carrier"), and Grantor
<br />(Carrier and Grantor, collectively, the "Company"), as joint and several borrowers, and
<br />Beneficiary, as lender, are parties to a certain Credit Agreement, dated as of even date herewith
<br />(as amended, modified, restated, extended or renewed from time to time, the "Credit
<br />Agreement"), pursuant to which (a) subject to the terms and conditions set forth therein, (i)
<br />Beneficiary has agreed to make a certain term loan to the Company in the principal amount of
<br />One Million Three Hundred Seventy-Five Thousand Dollars ($1,375,000) (the "Term Loan A"),
<br />evidenced by a certain Term Note A, dated as of even date herewith, in like principal amount,
<br />made by the Company in favor of Beneficiary, having a final maturity date of December 31,
<br />2010 (as amended, modified, extended or renewed and together with all substitutions and
<br />replacements therefor, the "Term Note A"), (ii) Beneficiary has agreed to make a certain term
<br />loan to the Company in the principal amount of Four Million One Hundred Twenty-Five
<br />Thousand Dollars ($4,125,000) (the "Term Loan B"), evidenced by a certain Term Note B, dated
<br />as of even date herewith, in like principal amount, made by the Company in favor of Beneficiary,
<br />having a final maturity date of December 31, 2010 (as amended, modified, extended or renewed
<br />and together with all substitutions and replacements therefor, the "Term Note B"), (iii)
<br />Beneficiary has agreed to make a certain term loan to the Company in the principal amount of
<br />Six Hundred Thousand Dollars ($600,000) (the "Term Loan C"), evidenced by a certain Term
<br />Note C, dated as of even date herewith, in like principal amount, made by the Company in favor
<br />of Beneficiary, having a final maturity date of December 31, 2010 (as amended, modified,
<br />extended or renewed and together with all substitutions and replacements therefor, the "Term
<br />Note C"), and (iv) Beneficiary has agreed to make a certain term loan to the Company in the
<br />principal amount of Two Hundred Thousand Dollars ($200,000) (the "Term Loan D"; the Term
<br />Loan A, the Term Loan B, the Term Loan C and the Term Loan D, each, individually, a "Term
<br />Loan" and, collectively, the "Term Loans"), evidenced by a certain Term Note D, dated as of
<br />even date herewith, in like principal amount, made by the Company in favor of Beneficiary,
<br />having a final maturity date of December 31, 2010 (as amended, modified, extended or renewed
<br />and together with all substitutions and replacements therefor, the "Term Note D"; the Term Note
<br />A, the Term Note B, the Term Note C and the Term Note D each, individually, a "Term Note"
<br />and, collectively, the "Term Notes"), and (b) Beneficiary has established a revolving credit
<br />facility ("Revolving Credit Facility") for Company, pursuant to which, subject to the terms and
<br />conditions of the Credit Agreement, Beneficiary has agreed to make revolving advances
<br />(collectively, "Revolving Credit Advances") to Company, in an aggregate principal amount not
<br />in excess of Five Hundred Thousand Dollars ($500,000) at any time outstanding, evidenced by a
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