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200605274 Liens or security interests hereof except for the Permitted Encumbrances. Borrower represents that there are no claims for payment for work, labor or materials affecting the Property which are or may become a lien prior to, or of equal priority with, the Liens created by the Loan Documents. Section 3.6 MAINTENANCE OF THE PROPERTY. Borrower shall maintain the Property in accordance with the requirements of the Loan Agreement. Article 4 - FURTHER ASSURANCES Section 4.1 CO:MPLIANCE WITH LOAN AGREEIvlENT. Borrower shall comply with the covenants set forth in Section 5.1 and Section 5.2 of the Loan Agreement in order to protect and perfect the Lien or security interest hereof upon, and in the interest of Lender in, the Property. Section 4.2 AUTHORIZATION TO FILE FINANCING STATEMENTS~ POWER OF ATTORNEY. Borrower hereby authorizes Lender at any time and from time to time to file any initial financing statements, amendments thereto and continuation statements as authorized by applicable law, as applicable to all or part of the Fixtures. For purposes of such filings, Borrower agrees to furnish any information requested by Lender promptly upon request by Lender. Borrower also ratifies its authorization for Lender to have filed any like initial financing statements, amendments thereto or continuation statements, if any, if filed prior to the date of this Security Instrument. Borrower hereby irrevocably constitutes and appoints Lender and any officer or agent of Lender, with full power of substitution, as its true and lawful attorneys-in-fact with full irrevocable power and authority in the place and stead of Borrower or in Borrower's own name to execute in Borrower's name any such documents and otherwise to carry out the purposes of this Section 4.2, to the extent that Borrower's authorization above is not sufficient. To the extent permitted by law, Borrower hereby ratifies all acts said attorneys-in-fact have lawfully done in the past or shall lawfully do or cause to be done in the future by virtue of this Section 4.2. This power of attorney is a power coupled with an interest and shall be irrevocable. Article 5 - DUE ON SALEIENCUMBRANCE Section 5.1 No SALE/ENCUMBRANCE. Borrower shall not cause or permit a sale, conveyance, mortgage, grant, bargain, encmnbrance, pledge, assignment, grant of any options with respect to, or any other transfer or disposition (directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise, and whether or not for consideration or of record) of a legal or beneficial interest in the Property or any part thereof, Borrower or any Restricted Party, other than in strict accordance with the express provisions of the Loan Agreement, without the prior written conSent of Lender. Article 6 - PREP A YMENT; RELEASE OF PROPERTY Section 6.1 PREPA YIvlENT. The Obligations may not be prepaid in whole or in part except in strict accordance with the express terms and conditions of the Note and the Loan Agreement. Section 6.2 RELEASE OF PROPERTY. . Borrower shall not be entitled to a release of any portion of the Property from the lien of this Security Instrument except in strict accordance with . express terms and conditions of the Loan Agreement. 7 Nebraska [TI'W: NYLEGAL:505604.2] 20528-00030 05/131200602:00 PM