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20061A410
<br />event, Lender has the right, but not the obligation, to participate in any such proceeding including the right to
<br />receive copies of any documents relating to such proceedings.
<br />E. Except as previously disclosed and acknowledged in writing to Lender, Assignor and every tenant have
<br />been, are and will remain in full compliance with any applicable Environmental Law.
<br />F. Except as previously disclosed and acknowledged in writing to Lender, there are no underground storage
<br />tanks, private dumps or open wells located on or under the Property and no such tank, dump or well will be
<br />added unless Lender first consents in writing.
<br />G. Assignor will regularly inspect the Property, monitor the activities and operations on the Property, and
<br />confirm that all permits, licenses or approvals required by any applicable Environmental Law are obtained and
<br />complied with.
<br />H. Assignor will permit, or cause any tenant to permit, Lender or Lender's agent to enter and inspect the
<br />Property and review all records at any reasonable time to determine (1) the existence, location and nature of
<br />any Hazardous Substance on, under or about the Property; (2) the existence, location, nature, and magnitude
<br />of any Hazardous Substance that has been released on, under or about the Property; or (3) whether or not
<br />Assignor and any tenant are in compliance with applicable Environmental Law.
<br />I. Upon Lender's request and at any time, Assignor agrees, at Assignor's expense, to engage a qualified
<br />environmental engineer to prepare an environmental audit of the Property and to submit the results of such
<br />audit to Lender. The choice of the environmental engineer who will perform such audit is subject to Lender's
<br />approval.
<br />J. Lender has the right, but not the obligation, to perform any of Assignor's obligations under this section at
<br />Assignor's expense.
<br />K. As a consequence of any breach of any representation, warranty or promise made in this section, (1)
<br />Assignor will indemnify and hold Lender and Lender's successors or assigns harmless from and against all
<br />losses, claims, demands, liabilities, damages, cleanup, response and remediation costs, penalties and
<br />expenses, including without limitation all costs of litigation and attorneys' fees, which Lender and Lender's
<br />successors or assigns may sustain; and (2) at Lender's discretion, Lender may release this Assignment and in
<br />return Assignor will provide Lender with collateral of at least equal value to the Property without prejudice to
<br />any of Lender's rights under this Assignment.
<br />L. Notwithstanding any of the language contained in this Assignment to the contrary, the terms of this
<br />section will survive any foreclosure or satisfaction of this Assignment regardless of any passage of title to
<br />Lender or any disposition by Lender of any or all of the Property. Any claims and defenses to the contrary
<br />are hereby waived.
<br />9. CONDEMNATION. Assignor will give Lender prompt notice of any pending or threatened action by private or
<br />public entities to purchase or take any or all of the Property through condemnation, eminent domain, or any
<br />other means. Assignor authorizes Lender to intervene in Assignor's name in any of the above described actions
<br />or claims. Assignor assigns to Lender the proceeds of any award or claim for damages connected with a
<br />condemnation or other taking of all or any part of the Property. Such proceeds will be considered payments and
<br />will be applied as provided in this Assignment. This assignment of proceeds is subject to the terms of any prior
<br />mortgage, deed of trust, security agreement or other lien document.
<br />10. DUE ON SALE OR ENCUMBRANCE. Lender may, at its option, declare the entire balance of the Secured
<br />Debt to be immediately due and payable upon the creation of, or contract for the creation of, any lien,
<br />encumbrance, transfer or sale of all or any part of the Property. This right is subject to the restrictions imposed
<br />by federal law (12 G.F.R. 591), as applicable.
<br />11. TRANSFER OF AN INTEREST IN THE ASSIGNOR. If Assignor is an entity other than a natural person (such
<br />as a corporation or other organization), Lender may demand immediate payment if:
<br />A. A beneficial interest in Assignor is sold or transferred.
<br />B. There is a change in either the identity or number of members of a partnership or similar entity.
<br />C. There is a change in ownership of more than 25 percent of the voting stock of a corporation or similar
<br />entity.
<br />However, Lender may not demand payment in the above situations if it is prohibited by law as of the date of
<br />this Assignment.
<br />12. WARRANTIES AND REPRESENTATIONS. Assignor makes to Lender the following warranties and
<br />representations which will continue as long as this Assignment is in effect:
<br />A. Power. Assignor is duly organized, and validly existing and in good standing in all jurisdictions in which
<br />Assignor operates. Assignor has the power and authority to enter into this transaction and to carry on
<br />Assignor's business or activity as it is now being conducted and, as applicable, is qualified to do so in each
<br />jurisdiction in which Assignor operates.
<br />B. Authority. The execution, delivery and performance of this Assignment and the obligation evidenced by
<br />this Assignment are within Assignor's powers, have been duly authorized, have received all necessary
<br />governmental approval, will not violate any provision of law, or order of court or governmental agency, and
<br />will not violate any agreement to which Assignor is a party or to which Assignor is or any of Assignor's
<br />property is subject.
<br />C. Name and Place of Business. Other than previously disclosed in writing to Lender, Assignor has not
<br />changed Assignor's name or principal place of business within the last 10 years and has not used any other
<br />trade or fictitious name. Without Lender's prior written consent, Assignor does not and will not use any
<br />other name and will preserve Assignor's existing name, trade names and franchises.
<br />D. Title. Assignor has good title to the Leases, Rents and Property and the right to assign, grant and convey
<br />to Lender as additional security the Leases and Rents, and no other person has any right in the Leases and
<br />Rents.
<br />JLF, LLC
<br />Nebraska Assignment of Leases and Rents Initials
<br />NE/ 4XX2 8333000937 1 00005 1 8 7 024 1 2 07 06Y ®1996 Bankers Systems, Inc., St. Cloud, MN der; Page 3
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