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'.& � ,�?; ,� �;,� DEED OF TRUST 2 p i i 0 0 5� 0
<br />(Continued) Page 4
<br />such mortgages, deeds of trust, securit� deeds, security agreements, financing statements, continuetion statements, instruments of
<br />further assurance, certificates, and other documents as may, in the sole opinion of Lender, be necessary or desirable in order to
<br />effectuate, complete, perfect, continue, or preserve (1) Trustor's obligations under the Note, this Deed of Trust, and the Related
<br />Documents, and (2) the liens and security interests created by this Deed of Trust as first and prior liens on the Property, whether
<br />now owned or hereafter acquired by Trustor. Unless prohibited by law or Lender agrees to the contrary in writing, Trustor shall
<br />reimburse Lender for all costs and expenses incurred in connection with the matters referred to in this paragraph.
<br />Attorney-in-Fact. If Trustor fails to do any of the things referred to in the preceding paragraph, Lender may do so for and in the name
<br />of Trustor and at Trustor's expense. For such purposes, Trustor hereby irrevocably appoints Lender es Trustor's attorney-in-fact for
<br />the purpose of making, executing, delivering, filing, recording, and doing all other things as may be necessary or desirable, in L�nder's
<br />sole opinion, to accomplish the matters referred to in the preceding paragraph.
<br />FULL PERFORMANCE. If Trustor pays all the Indebtedness, including without limitation all future advances, when due, and otherwise
<br />performs all the obligations imposed upon Trustor under this Deed of Trust, Lender shall execute and deliver to Trustee a request for full
<br />reconveyance and shall execute and deliver to Trustor suitable statements of termination of any financing statement on file evidencing
<br />Lender's security interest in the Rents and the Personal Property. Any reconveyance fee required by law shall b� paid by Trustor, if
<br />permitted by epplicable law.
<br />EVENTS OF DEFAULT. Each of the following, at Lender's option, shall constitute an Event of Defeult under this Deed of Trust:
<br />Payment Default. Trustor fails to make any payment when due under the Indebtedness.
<br />Other Defaults. Trustor fails to comply with or to,perform any other term, obligation, covenant or condition contained in this Deed pf
<br />Trust or in any of the Related Documents or to comply with or to perform any tarm, obligation, covenant or condition contained in any
<br />other agreement between Lender and Trustor.
<br />Compliance Default. Failure to comply with any othar term, obligation, covenant or condition contained in this Deed of Trust, the Note
<br />or in any of the Related Documents.
<br />Default on Other Payments. Failure of Trustor within the time required by this Deed of Trust 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. Should Grantor default under any loan, extension of credit, security agreement, purchase or sales
<br />agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Grantor's property or
<br />Grantor's ability to repay the Indebtedness or Grantor's ability to perform Grantor's obligations under this Deed of Trust or any of the
<br />Related Documents.
<br />False Statements. Any warranty, representetion or statement made or furnished to Lender by Trustor or on Trustor's behalf under this
<br />Deed of Trust or the Related Documents is false or misleading in any material respect, either now or at the time made or furnished or
<br />becomes false or misleading at any time thereafter.
<br />Defective Collateralization. This Deed of Trust or any of the Related Documents ceases to be in full force and effect (including failure
<br />of any collateral document to create a valid and perfected security interest or lien) at any time and for any reason.
<br />Death or Insolvency. The dissolution of Trustor's (regardless of whether election to continue is made), any member.withdraws from
<br />the limited liability company, or any other termination of Trustor's existence as a going business or the death of any member, the
<br />insolvency of Trustor, the appointment of e receiver for any part of Trustor's property, any assignment for the benefit of creditors, any
<br />type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Trustor.
<br />Creditor or Forfeiture Praceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help,
<br />repossession or any other method, by any creditor of Trustor or by any governmental agency against any proparty securing the
<br />Indebtedness. This includes a garnishment of any of Trustor's accounts, including deposit accounts, with Lender. However, this
<br />Event of Default shall not apply if there is a good faith dispute by Trustor as to the validity or reasonableness of the claim which is the
<br />basis of the creditor ar forfeiture proceeding and if Trustor gives Lender written notice of the creditor or forFeiture proceeding and
<br />deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole
<br />discretion, as being an adequate reserve or bond for the dispute.
<br />Breach of Other Agreement. Any breach by Trustor under the terms of any other agreemant between Trustor and Lendar that is not
<br />remedied within any grace period provided therein, including without limitation any agreement concerning any indebtedness or other
<br />obligation of Trustor to Lender, whether axisting now or later.
<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 Guarenty of the Indebtedness.
<br />Adverse Change. A material adverse change occurs in Trustor'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 />Right to Cure. If any default, other than a default in payment is curable and if Trustor has not been given a notice of a breach of the
<br />same provision of this Deed of Trust within the preceding twelve (12) months, it may be cured if Trustor, after Lender sends written
<br />notice to Trustor demanding cure of such default: 11) curas the default within twenty (20) 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 completas all reasonable and necessary steps sufficient to produce compliance as soon as reasonably
<br />practical.
<br />RIGHTS AND REMEDIES ON DEFAULT. If an Event of Default occurs under this Deed of Trust, at any time thereafter, Trustee or Lender
<br />may exercise any one or more of the following rights and remedies:
<br />Acceleration Upon Default; Additional Remedies. If any Event of Default occurs as per the terms of the Note secured hereby,
<br />Lender may declare ali Indebtedness secured by this Deed of Trust to be due and peyable and the same shall thereupon become
<br />due and payable without any presentment, demand, protest or notice of any kind. Thereafter, Lender may:
<br />(a) Either in person or by agent, with or without bringing any action or proceeding, or by a receiver appointed by a court and
<br />without regard to the adequacy of its security, enter upon and take possession of the Property, or any part thereof, in its
<br />own name or in the name of Trustee, and do any acts which it deems necessary or desireble to preserve the value,
<br />marketability or rentability of the Property, or part of the Property or interest in the Property; increase the income from the
<br />Property or protect the security of the Property; and, with or without taking possession of the Property, sue for or otherwise
<br />collect the rents, issues and profits of the Proparty, including those past due and unpaid, and apply the same, less costs and
<br />expenses of operation and collection attorneys' fees, to any indebtedness secured by this Deed of Trust, all in such order as
<br />Lender may determine. The entering upon and taking possession of the Property, the coilection of such rents, issues and
<br />profits, and the application th8reof shall not cure or waive any default or notice of default under this Deed of Trust or
<br />invalidate any ect done in response to such default or pursuant to such notice of default; and, notwithstending the
<br />continuance in possession of the Property or the collection, receipt and application of rents, issues or profits, Trustee or
<br />Lender shall be entitled to exercise every right provided for in the Note or the Related Documents or by law upon tha
<br />occurrence of any event of default, including the right ta exercise the power of sale;
<br />(b) Commence an action to foraclose this Deed of Trust as a mortgage, appoint a receiver or specifically enforce any of the
<br />covenants hereof; and
<br />(c) Deliver to Trustee a written declaration of default and demand for sale and a written notice of default and election to
<br />cause Trustor's interest in the Property to be sold, which notice Trustee shall cause to be duly filed for record in the
<br />appropriate offices of the County in which the Property is located; and
<br />(d) With respect to all or any part of the Personal Property, Lender shall have all the rights and remedies of a secured party
<br />under the Nebraska Uniform Commercial Code.
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