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<br /> ASSIGNMENT OF RENTS
<br /> (continua) 201001905 Page 2
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<br /> Compliance with Laws. Lender may do any and all things to execute-and comply with the laws of the State of Nebraska and also all
<br /> other laws, rules, orders, ordinances and requirements of all other governmental agencies affecting the Property.
<br /> Lease the Property. Lender may rent or lease the whole or any part of the Property for such term or terms and on such conditions as
<br /> Lender may deem appropriate.
<br /> Employ Agents. Lender may engage such agent or agents as Lender may deem appropriate, either in Lender's name or in Grantor's
<br /> name, to rent and manage the Property, including the collection and application of Rents.
<br /> Other Acts. Lender may do all such other things and acts with respect to the Property as Lender may deem appropriate and may act
<br /> exclusively and solely in the place and stead of Grantor and to have all of the powers of Grantor for the purposes stated above.
<br /> No Requirement to Act. Lender shall not be required to do any of the foregoing acts or things, and the fact that Lender shall have
<br /> performed one or more of the foregoing acts or things shall not require Lender to do any other specific act or thing.
<br /> APPLICATION OF RENTS. All costs and expenses incurred by Lender in connection with the Property shall be for Grantor's account and
<br /> Lender may pay such costs and expenses from the Rents. Lender, in its sole discretion, shall determine the'application of any and all Rents
<br /> received by it; however, any such Rents received by Lender which are not applied to such costs and expenses. shall be applied to the
<br /> Indebtedness. All expenditures made by Lender under this Assignment and not reimbursed from the Rents shall become a part of the
<br /> Indebtedness secured by this Assignment, and shall be payable on demand, with interest at the Note rate from date of expenditure until
<br /> paid.
<br /> .PULL PERFORMANCE. If Grantor pays all of the Indebtedness when due and otherwise performs all the obligations imposed upon Grantor
<br /> under this Assignment, the Note, and the Related Documents, Lender shall execute and deliver to Grantor a suitable satisfaction of this
<br /> Assignment and suitable statements of termination of any financing statement on file evidencing Lend'er's security interest in the Rents and
<br /> the Property. Any termination fee required by law shall be paid by Grantor, if permitted by applicable law.
<br /> LENDER'S EXPENDITURES. If any action or proceeding is commenced that would materially affect Lender's interest in the Property or if
<br /> Grantor fails to comply with any provision of this Assignment or any Related Documents, including but not limited to Grantor's failure to
<br /> discharge or pay when due any amounts Grantor Is required to discharge or pay under this Assignment or any Related Documents, Lender
<br /> on Grantor's behalf may (but shall not be obligated to).take any action that Lender deems appropriate, including but not limited to
<br /> discharging or paying all taxes, liens, security interests, encumbrances and other claims, at any time levied or placed on the Rents or the
<br /> -Property and paying all costs for insuring, maintaining and preserving the Property. All such expenditures incurred or paid by Lender for
<br /> such purposes will then bear interest at the rate charged under the Note from the date incurred or paid by Lender to the date of repayment
<br /> by Grantor. All such expenses will become a part of the Indebtedness and, at Lender's option; will (A) be payable on demand; (B) be
<br /> added to the balance of the Note and be apportioned among and be payable with any installment payments to become due during either
<br /> (1) the term of any applicable insurance policy; or (2) the remaining term of the Note; or (C) be treated as a balloon payment which will
<br /> be due and payable at the Note's maturity. The Assignment also will secure payment of these amounts. Such right shall be in addition to
<br /> all other rights and remedies to which Lender may be entitled upon Default.
<br /> DEFAULT. Each of the following, at Lender's option, shall constitute an Event of Default under this Assignment:
<br /> Payment Default. Borrower fails to make any payment when due under the Indebtedness.
<br /> Other Defaults. Borrower or Grantor fails to comply with or to perform any other term, obligation, covenant or condition contained in
<br /> this Assignment or in any of the Related Documents or to comply with or to perform any term, obligation, covenant or condition
<br /> contained in any other agreement between Lender and Borrower or Grantor.
<br /> Default on Other Payments. Failure of Grantor within the time required by this Assignment to make any payment for taxes or
<br /> insurance, or any other payment necessary to prevent filing of or to effect discharge of any lien.
<br /> Default in Favor of Third Parties. Borrower, any guarantor or Grantor defaults under any loan, extension of credit, security agreement,
<br /> purchase or sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of
<br /> Borrower's, any guarantor's or Grantor's property or ability to perform their respective obligations under this Assignment or any of the
<br /> Related Documents.
<br /> False Statements. Any warranty, representation or statement made or furnished to Lender by Borrower or Grantor or on Borrower's
<br /> or Grantor's behalf under this Assignment or the Related Documents is false or misleading in any material respect, either now or at
<br /> the time made or furnished or becomes false or misleading at any time thereafter.
<br /> Defective Collateralization. This Assignment or any of the Related Documents ceases to be in full force and effect (including failure of
<br /> any collateral document to create a valid and perfected security interest or lien) at any time and for any reason.
<br /> Insolvency. The dissolution or termination of Borrower's or Grantor's existence as a going business, the insolvency of Borrower or
<br /> Grantor, the'appointment of a receiver for any part of Borrower's or Grantor's property, any assignment for the benefit of creditors,
<br /> any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against
<br /> Borrower or Grantor.
<br /> Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help,
<br /> repossession or any other method, by any creditor of Borrower or Grantor or by any governmental agency against the Rents or any
<br /> property securing the Indebtedness. This includes a garnishment of any of Borrower's or Grantor's accounts, including deposit
<br /> accounts, with Lender. However, this Event of Default shall not apply it there is a good faith dispute by Borrower or Grantor as to the
<br /> validity or reasonableness of the claim which is the basis of the creditor or forfeiture proceeding and if Borrower or Grantor gives
<br /> Lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or a surety bond for the creditor or
<br /> forfeiture proceeding, in an amount determined by Lender, in its sole discretion, as being an adequate reserve or bond for the dispute.
<br /> Property Damage or Loss. The Property is lost, stolen, substantially damaged, sold, or borrowed against.
<br /> Events Affecting Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the Indebtedness or any
<br /> Guarantor dies or becomes incompetent, or revokes or disputes the validity of, or liability under, any Guaranty of the Indebtedness.
<br /> Adverse Change. A material adverse change occurs in Grantor's financial condition, or Lender believes the prospect of payment or
<br /> performance of the Indebtedness is impaired.
<br /> Insecurity. Lender in good faith believes itself insecure.
<br /> Cure Provisions. If any default, other than a default in payment is curable and if Grantor has not been given a notice of a breach of
<br /> the same provision of this Assignment within the preceding twelve (12) months, it may be cured if Grantor, after Lender sends written
<br /> notice to Borrower demanding cure of such default: (1) cures the default within twenty (?O) days; or (2) if the cure requires more
<br /> than twenty (20) days, immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default
<br /> and thereafter continues and completes all reasonable and necessary steps sufficient to produce compliance as soon as reasonably
<br /> practical.
<br /> RIGHTS AND REMEDIES ON DEFAULT. Upon the occurrence of any Event of Default and at any time thereafter, Lender may exercise any
<br /> one or more of the following rights and remedies, in addition to any other rights or remedies provided by law:
<br /> Accelerate Indebtedness. Lender shall have the right at its option to declare the entire Indebtedness immediately due and payable,
<br /> including any prepayment penalty that Borrower would be required to pay.
<br /> Collect Rents. Lender shall have the right, without notice to Borrower or Grantor, to take possession of the Property and collect the
<br /> Rents, including amounts past due and unpaid, and apply the net proceeds, over and above Lender's costs, against the Indebtedness.
<br /> In furtherance of this right, Lender shall have all the rights provided ,for in the Lender's Right to Receive and Collect Rents Section,
<br /> above. If the Rents are collected by Lender, then Grantor irrevocably designates Lender as Grantor's attorney-in-fact to endorse
<br /> instruments received in payment thereof in the name at Grantor and to negotiate the same and collect the proceeds. Payments by
<br /> tenants or other users to Lender in response to Lender's demand. shall satisfy the obligations for which the payments are made,
<br /> whether or not any proper grounds for the demand existed, Lender may exercise its rights under this subparagraph either in person,
<br /> by agent, or through a receiver.
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