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<br />SPACE ABOVE RESERVED FOR RECORDER'S USE
<br />
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<br />
<br />LEASEHOLD DEED OF TRUST. ASSIGNMENT OF RENTS AND SECURITY AGREEMENT
<br />
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<br />THIS LEASEHOLD DEED OF TRUST, ASSIGNMENT OF RENTS AND SECURITY
<br />AGREEMENT ("Instrument") is made this 28th day of June, 2006, by BNS PROPERTY III, LLC, a
<br />Nebraska limited liability company ("Borrower"), whose address is 4347 South 96th Street, Omaha,
<br />Nebraska 68127, to FIRST NATIONAL BANK OF OMAHA, as trustee ("Trustee"), whose address is
<br />One First National Center, 1620 Dodge Street, Omaha, Nebraska 68197, for the benefit of FIRST
<br />NATIONAL BANK OF OMAHA, as beneficiary ("Lender"), whose address is One First National
<br />Center, 1620 Dodge Street, Omaha, Nebraska 68197.
<br />
<br />WITNESSETH:
<br />
<br />Borrower, as trustor, irrevocably grants, conveys, transfers and assigns to Trustee, in trust, with
<br />power of sale, all of Borrower's right, title and interest in that real property in Hall County, Nebraska,
<br />described on Exhibit A attached hereto and incorporated herein by reference, including, but not limited to,
<br />Borrower's right, title and interest in the ground leases dated March 11, 1999 (filed in the Hall County,
<br />Nebraska recorder's office as Instrument No. 99-106375) and September 22, 2000 (filed in the Hall
<br />County, Nebraska recorder's office as Instrument No. 200007945) by and between Robert M. Allen
<br />Family Limited Partnership, a Nebraska limited partnership, and Allen Parcel 24 LLC, a Nebraska limited
<br />liability company, respectively, the record title owners of said property, and Albertson's, Inc., a Delaware
<br />corporation ("Albertson's"), as assigned to Borrower pursuant to the assignment agreements dated August
<br />16, 2004 (filed in the Hall County, Nebraska recorder's office as Instrument Nos. 0200408869 and
<br />0200408870) by and between Borrower and Albertson's.
<br />
<br />TOGETHER with all interest which Borrower now has or may hereafter acquire in or to said
<br />property and in and to: (a) all easements and rights of way appurtenant thereto, and all heretofore or
<br />hereafter vacated alleys and streets abutting said property; and (b) all buildings, structures, tenements,
<br />improvements, fixtures and appurtenances now or hereafter placed thereon and owned by Borrower,
<br />including, but not limited to, all fixtures, apparatus, machinery, equipment, engines, boilers, incinerators,
<br />building materials, appliances and goods of every nature whatsoever now or hereafter located in, or on, or
<br />used, or intended to be used in connection with said property, including, but not limited to, those for the
<br />
<br />Aller recording mail to:
<br />McGrath North Mullin & Kratz. PC LLO
<br />Suite 3700 First National Tower
<br />Omaha, Nebraska 68102
<br />Attn: Jason Benson
<br />
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