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<br />200510177
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<br />of eminent domain or condemnation (including, without limitation, any transfer made in lieu of or
<br />in anticipation of the exercise of said rights), or for a change of grade, or for any other injury to or
<br />decrease in the value of the Premises and Improvements;
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<br />(d) that certain Lease dated August, 1997 between Clear Development, L.L.c., as
<br />landlord, and Officemax, Inc., as tenant, and all other leases and other agreements or arrangements
<br />heretofore or hereafter entered into affecting the use, enjoyment or occupancy of, or the conduct of
<br />any activity upon or in, the Premises and the Improvements, including any extensions, renewals,
<br />modifications or amendments thereof (hereinafter collectively referred to as the "Leases") and all
<br />rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties
<br />(including, without limitation, all oil and gas or other mineral royalties and bonuses), income, fees,
<br />receivables, receipts, revenues, deposits (including, without limitation, security, utility and other
<br />deposits), accounts, cash, issues, profits, charges for services rendered, and other payment and
<br />consideration of whatever form or nature received by or paid to or for the account of or benefit of
<br />Trustor or its agents or employees from any and all sources arising from or attributable to the
<br />Premises and the Improvements (hereinafter collectively referred to as the "Rents"), together with
<br />all proceeds from the sale or other disposition of the Leases and the right to receive and apply the
<br />Rents to the payment of the Debt;
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<br />(e) all proceeds of and any unearned premiums on any insurance policies covering the
<br />Trust Property, including, without limitation, the right to receive and apply the proceeds of any
<br />insurance, judgments, or settlements made in lieu thereof, for damage to the Trust Property;
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<br />(f) all accounts, escrows, impounds, reserves, documents, instruments, chattel paper,
<br />claims, deposits and general intangibles, as the foregoing terms are defined in the Uniform
<br />Commercial Code, and all franchises, trade names, trademarks, symbols, service marks, books,
<br />records, plans, specifications, designs, drawings, permits, consents, licenses (including liquor
<br />licenses, to the extent assignable ),license agreements, operating contracts, contract rights (including,
<br />without limitation, any contract with any architect or engineer or with any other provider of goods
<br />or services for or in connection with any construction, repair, or other work upon the Trust Property)
<br />and all management, franchise, service, supply and maintenance contracts and agreements, and any
<br />other agreements, permits or contracts of any nature whatsoever now or hereafter obtained or entered
<br />into by the Trustor with respect to the operation or ownership of the Trust Property); and all
<br />approvals, actions, refunds of real estate taxes and assessments (and any other governmental
<br />impositions related to the Trust Property); and all causes of action that now or hereafter relate to, are
<br />derived from or are used in connection with the Trust Property, or the use, operation, maintenance,
<br />occupancy or enjoyment thereof or the conduct of any business or activities thereon (hereinafter
<br />collectively referred to as the "Intangibles"); and
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<br />(g) all proceeds, products, offspring, rents and profits from any of the foregoing,
<br />including, without limitation, those from sale, exchange, transfer, collection, loss, damage,
<br />disposition, substitution or replacement of any of the foregoing.
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<br />ARCHON Financial
<br />UCC-I Financing Statement Signature Page
<br />and Description of Collateral
<br />Office Max - Grand Island. Nebraska
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