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<br />Subsidiary hereby covenants and agrees that Master Collateral Agent shall be subrogated to the
<br />lien of any mortgage or other lien discharged, in whole or in part, by the Indebtedness. Nothing
<br />contained in this Section 6 shall require Master Collateral Agent to incur any expense or take any
<br />action hereunder.
<br />Subsidiary shall neither surrender the leasehold estate and interests herein conveyed nor
<br />terminate ar cancel the Ground Lease creating said estate and interests, and Subsidiary shall nat,
<br />without the express written consent of Master Collateral Agent, alter ar amend said Ground
<br />Lease. There shall not be a merger of the Ground Lease, or of the leasehold estate created
<br />thereby, with the fee estate covered by the Ground Lease by reason of said leasehold estate or
<br />said fee estate, or any part of either, coming into common ownership, unless Master Collateral
<br />Agent shall consent in writing to such merger; if Subsidiary shall acquire such fee estate or any
<br />leasehold interest superior to the Ground Lease, then this Instrument shall simultaneously and
<br />without further action be spread so as to become a lien on such fee estate ar other leasehold
<br />estate, as applicable.
<br />7. INSPECTION. Subsidiary shall allow any employees or authorized agents of
<br />Master Collateral Agent at any reasanable time to enter the premises of Subsidiary to inspect the
<br />Property, including without limitation the right to undertake soil, ground water, environmental or
<br />other tests, measurements or surveys in, on or below the Property, and to inspect the books and
<br />records of Subsidiary and make extracts therefrom, and shall permit Master Collateral Agent
<br />prompt access to such other persons as Master Collateral Agent may deem necessary or desirable
<br />for the purposes of inspecting or verifying any matters relating to any part of the Property or the
<br />books and retards of the Subsidiary, provided that any information so obtained shall be kept
<br />confidential, save as required by Master Collateral Agent in exercising its rights hereunder.
<br />Subsidiary shall pay all costs and expenses of agents retained by Master Collateral Agent for
<br />purposes of inspection under this Section 7.
<br />8. CONDEMNATION. If the Property, ar any part thereof, shall be condemned for
<br />any reason, including without limitation fire or earthquake damage, or otherwise taken for public
<br />ar quasi-public use under the power of eminent domain, or be transferred in lieu thereof, all
<br />damages or other amounts awarded far the taking of, or injury to, the Property shall be paid to
<br />Master Collateral Agent who shall have the right, in its sole and absolute discretion, to apply the
<br />amounts so received against (a) the costs and expenses of Master Collateral Agent or Trustee,
<br />including reasonable attorneys' fees incurred in connection with collection of such amounts, and
<br />(b) the balance against the Indebtedness; provided, however, that if (i) no Event of Default shall
<br />have occurred and be continuing hereunder, (ii) Arctic Group provides evidence satisfactory to
<br />Master Collateral Agent of its ability to pay all amounts becoming due under the Benefited
<br />Creditor Documents during the pendency of any restoration or repairs to or replacement of the
<br />Property, (iii) Master Collateral Agent determines, in its sole discretion, that the proceeds of such
<br />award are sufficient to restore, repair, replace and rebuild the Property as nearly as possible to its
<br />value, condition and character immediately prior to such taking (or, if the proceeds of such
<br />award are insufficient for such purpose, if Subsidiary and/or Arctic Group provides additional
<br />sums to Master Collateral Agent's satisfaction so that the aggregate of such sums and the
<br />proceeds of such award will be sufficient for such purpose), and (iv) Subsidiary provides
<br />evidence satisfactory to Master Collateral Agent that, as a result of either the condemnation or
<br />8
<br />(Grand island, Hall County, Nebraska)
<br />10476803.5
<br />14451-2246
<br />
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