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<br />MORTGAGE, SECURITY AGREEMENT, AND
<br />ASSIGNMENT OF LEASES AND RENTS
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<br />This Mortgage, Security Agreement, and Assignment of Leases and Rents
<br />("Mortgage") made and entered into as of the 19th day of April, 2006, by and among Grand Island
<br />Regency Retirement of Grand Island, Nebraska, a Nebraska not-for-profit corporation (the
<br />"Company"), as mortgagor and debtor, and the Hospital Authority No.1 of Hall County, Nebraska,
<br />duly existing under the laws of the State of Nebraska (the "Issuer"), as mortgagee and secured party,
<br />and to Heritage Bank, as assignee of the Issuer (the "Purchaser"); witnesseth:
<br />
<br />That the Company in consideration of the sum of One Million Seventy Five Thousand
<br />Dollars ($1,075,000) loaned to it by the Issuer pursuant to a certain Loan and Bond Purchase
<br />Agreement (the "Agreement") dated as of April 18, 2006, between the Issuer and the Company, and
<br />evidenced by a certain Note in the principal sum of One Million Seventy Five Thousand Dollars
<br />($1,075,000) (the "Series 2006 Note"), dated as of April 19, 2006, due April!, 2019, unless sooner
<br />paid, bearing interest thereon in accordance with its terms, issued by the Company to the Purchaser
<br />under the Agreement dated as of April 18, 2006, does hereby by these presents sell, convey, and
<br />mortgage unto the Issuer a first mortgage lien in and to the real estate, easements, rights, and
<br />interests situated in Hall County, Nebraska, and described in Exhibit A-I attached hereto and made
<br />a part hereof (the "Land") together with all buildings, additions, and improvements now or
<br />contemplated to be constructed thereon, pursuant to the Agreement (the "Building") together with:
<br />
<br />*****
<br />
<br />(a) all easements, rights-of-way, strips and gores of land, streets, ways,
<br />alleys, passages, sewer rights, water, water courses, water rights and powers, and all
<br />estates, rights, titles, interests, privileges, liberties, tenements, hereditaments and
<br />appurtenances of any nature whatsoever, in any way belonging, relating or pertaining
<br />to the Land or the Building and the reversion and reversions, remainder and
<br />remainders, and all land laying in the bed of any street, road or avenue, opened or
<br />proposed, in front of or adjoining the Land to the center line thereof and all the
<br />estates, rights, titles, interests, dower and rights of dower, courtesy and rights
<br />courtesy, property, possession, claim and demand whatsoever, both in law and in
<br />equity, of
<br />
<br />Company of, in and to the Land or the Building and every part and parcel thereof,
<br />with the appurtenances thereto;
<br />
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