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<br />of the State of Nebraska.
<br />6.9 Ar~r~t_ic~n
<br />(a) Binding Arbitration. Bank and the parties hereto agree, upon demand by any party, to submit any
<br />Dispute to binding arbitration in accordance with the terms of this Arbitration Program. A "Dispute" shall
<br />include any dispute, claim or controversy of any kind, whether in contract or in tort, legal or equitable,
<br />now existing or hereafter arising, relating in any way to any aspect of the Deed of Trust, or any renewal,
<br />extension, modification or refinancing of any indebtedness or obligation relating to the Deed of Trust,
<br />including without limitation, their negotiation, execution, collateralization, administration, repayment,
<br />modification, extension, substitution, formation, inducement, enforcement, default or termination.
<br />DISPUTES SUBMITTED TO ARBITRATION ARE NOT RESOLVED IN COURT BY A JUDGE OR
<br />JURY.
<br />(b) Governing Rules. Any arbitration proceeding will (i) be governed by the Federal Arbitration Act (Title
<br />9 of the United States Code), notwithstanding any conflicting choice of law provision in any of the
<br />documents between the parties; and (ii) be conducted by the American Arbitration Association ("AAA"),
<br />or such other administrator as the parties shall mutually agree upon, in accordance with the AAA's
<br />commercial dispute resolution procedures, unless the claim or counterclaim is at least $1,000,000.00
<br />exclusive of claimed interest, arbitration fees and costs in which case the arbitration shall be conducted
<br />in accordance with the AAA's optional procedures for large, complex commercial disputes (the
<br />commercial dispute resolution procedures or the optional procedures for large, complex commercial
<br />disputes to be referred to herein, as applicable, as the "Rules"). If there is any inconsistency between
<br />the terms hereof and the Rules, the terms and procedures set forth herein shall control. Arbitration
<br />proceedings hereunder shall be conducted at a location mutually agreeable to the parties, or if they
<br />cannot agree, then at a location selected by the AAA in the state of the applicable substantive law
<br />primarily governing the Credit. Any party who fails or refuses to submit to arbitration following a demand
<br />by any other party shall bear all costs and expenses incurred by such other party in compelling
<br />arbitration of any Dispute, Arbitration may be demanded at any time, and may be compelled by
<br />summary proceedings in Court. The institution and maintenance of an action for judicial relief or pursuit
<br />of a provisional or ancillary remedy shall not constitute a waiver of the right of any party, including the
<br />plaintiff, to submit the controversy or claim to arbitration if any other party contests such action for
<br />judicial relief. The arbitrator shall award all costs and expenses of the arbitration proceeding. Nothing
<br />contained herein shall be deemed to be a waiver by any party that is a bank of the protections afforded
<br />to it under 12 U.S.C. §91 or any similar applicable state law.
<br />(c) N.Q .y.~~iy.~r~(:_PrQv_isig0,~l Re.Ct].~.~.ie~Sglf-Help and Foreclosure. The arbitration requirement does not
<br />limit the right of any party to (i) fpreclose against real or personal property collateral; (ii) exercise self-
<br />help remedies relating to collateral or proceeds of collateral such as setoff or repossession; or (iii) obtain
<br />provisional or ancillary remedies such as replevin, injunctive relief, attachment or the appointment of a
<br />receiver, before during or after the pendency of any arbitration proceeding. This exclusion does not
<br />constitute a waiver of the right or obligation of any party to submit any Dispute to arbitration or reference
<br />hereunder, including those arising from the exercise of the actions detailed in sections (i), (ii) and (iii) of
<br />this paragraph.
<br />(d) Arbitrator Qualifications and Powers. Any arbitration proceeding in which the amount in controversy
<br />is $5,000,000.00 or less will be decided by a single arbitrator selected according to the Rules, and who
<br />shall not render an award of greater than $5,000,000.00. Any Dispute in which the amount in
<br />controversy exceeds $5,000,000.00 shall be decided by majority vote of a panel of three arbitrators;
<br />provided however, that all three arbitrators must actively participate in all hearings and deliberations.
<br />Every arbitrator must be a neutral practicing attorney or a retired member of the state or federal
<br />Deed~tTrust-NE Job 1712907949-1129787866 Loan Vers.4 09!18!2009 Page 16 of 19
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