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200609517 ASSIGNMENT OF RENTS AND LEASES THIS ASSIGNMENT OF RENTS AND LEASES (the "Assignment") is made as of the 24th day of October, 2006, by PEDCOR INVESTMENTS-2005-LXXXII, L.P., an Indiana limited partnership ("Assignor"), to and for the benefit of FIVE POINTS BANK, a Nebraska state chartered bank ("Assignee"). RECIT ALS: A. Pursuant to the terms of a certain Construction Loan Agreement of even date herewith (the "Loan Agreement") between Assignor and Assignee, Assignee has agreed to advance to Borrower the aggregate amount of Two Million Six Hundred Thousand Dollars ($2,600,000) (the "Loan"). B. A condition precedent to Assignee's making the Loan for the account of Assignor is the execution and delivery by Assignor of this Assignment. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto mutually agree as follows: 1. Definitions. All capitalized terms which are not defined herein shall have the meanings ascribed thereto in the Loan Agreement. 2. Grant of Security Interest. Assignor hereby grants, transfers, sets over and assigns to Assignee, all of the right, title and interest of Assignor in and to (i) all of the rents, issues, profits, revenues, receipts, income, accounts and other receivables arising out of or from the land legally described in Exhibit A attached hereto and made a part hereof and all buildings and other improvements located thereon (said land and improvements being hereinafter referred to collectively as the "Premises"); (ii) all leases and subleases (collectively, the "Leases"), now or hereafter existing, of all or any part of the Premises; (iii) all rights and claims for damage against tenants arising out of defaults under the Leases, including rights to compensation with respect to rejected Leases pursuant to Section 365(a) of the Federal Bankruptcy Code or any replacement Section thereof; (iv) all tenant improvements and fixtures located on the Premises; and (v) all guaranties relating to the Leases. This Assignment is given to secure: (a) Payment by Assignor when due of (i) the indebtedness evidenced by the Promissory Notes executed by Assignor in favor of Assignee of even date herewith and any and all renewals, extensions, replacements, amendments, modifications and refinancings thereof; (ii) any and all other indebtedness and obligations that may be due and owing to Assignee by Assignor under or with respect to the Related Documents (as defined in the Loan Agreement); and (iii) all costs and expenses paid or incurred by Assignee in enforcing its rights hereunder, including without limitation, court costs and reasonable attorneys' fees; and (b) Observance and performance by Assignor of the covenants, conditions, agreements, representations, warranties and other liabilities and obligations of Assignor or any other obligor to or benefitting Assignee which are evidenced or secured by or otherwise