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TER OFF DEE
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WHEN RECORDED MAIL TO: COMPARE
FIVE POINTS BANK OF HASTINGS nnI)~S AO ~~
MAIN BANK -
2815 OSBORNE DRIVE WEST
HASTINGS. NE 68901 FOR RECORDER'S USE ONLY
CONSTRUCTION DEED OF TRUST
THIS DEED OF TRUST IS A CONSTRUCTION SECURITY AGREEMENT
WITHIN THE MEANING OF THE'NEBRASKA' CONSTRUCTION LIEN ACT
MAXIMUM LIEN. The lien of this Deed of Trust shall not exceed at any one time 5195,000.00.
THIS DEED OF TRUST is dated November 9, 2007, among WESTBROOK VILLAGE LCC; A NEBRASKA LIMITED
LIABILITY COMPANY ("Trustor"-; FIVE POINTS BANK OF HASTINGS ,whose address is MAIN
BANK, 28.15 OSBORNE DRIVE WEST, HASTINGS, NE 68901 (referred to below sometimes as "Lender" and
sometimes as "Beneficiary"); and Five Points Bank of Hastings, whose address is 2815 Osborne Drive West,
Hastings, NE 68902-0055 (referred to below as "Trustee"). ,
CONVEYANCE AND GRANT. For valuable consideration, Trustor conveys to Trustee in trust, WITH POWER OF SALE, for the benefit of
Lender as Beneficiary, all of Trustor's right, title, and interest in and to the following described real property, together with all existing or
subsequently erected or affixed buildings, improvements and fixtures; all easements, rights of way, and appurtenances; all water, water
rights and ditch rights lincluding stock in utilities' with ditch or irrigation rightsl; and all other rights, royalties, and profits relating to the real
property, including without limitation all minerals, oil, gas, geothermal and similar matters, (the "Real Property") IOCated in
ADAMS County, State of Nebraska: , ,
Lot 4,. Block 3, Westbrook Village 6th Subdivision, City of Hastings, Adams County, Nebraska
The Real Property or its address is commonly known as 7601 WESTBROOK DR, HASTINGS, NE 68901.
CROSS-COLLATERALIZATION. In addition to the Note, this Deed of Trust secures all obligations, debts and liabilities, plus interest
thereon, of either Trustor or Borrower to Lender, or any one or more of them, as well as all claims by Lender against Borrower and Trustor
or ariy one or more of them, whether now existing or hereafter arising, whether related or unrelated to the purpose of the Note, whether
voluntary or otherwise, whether due or not due, direct or indirect, determined or undetermined, absolute or contingent, liquidated or
unliquidated, whether Borrower or Trustor may be liable individually or jointly- with others, whether obligated as guarantor, surety,
accommodation party or otherwise, and whether recovery upon such amounts may be or hereafter may become barred by any statute of
limitations, and whether the obligation to repay such amounts may be or hereafter may become otherwise unenforceable. ,
FUTURE ADVANCES. In addition to the Note, this Deed of Trust secures all future advances made by Lender to Borrower or Trustor
whether or not the advances are made pursuant to a commitment. Specifically, without limitation, this Deed of Trust secures, in addition
to the amounts specified in the Note, all future amounts Lender in its discretion may loan to Borrower or Trustor, together with all interest
thereon; however, in no event shall such future advances (excluding interest) exceed in the aggregate $195,000.00.
Trustor presently assigns to Lender (also known as Beneficiary in this Deed of Trustl all of Trustor's,right, title, and interest in and to all
present and future leases of the Property and all Rents from the Property. In addition, Trustor grants to Lender a Uniform Commercial
Code security interest in the Personal Property and Rents. ~~
THIS DEED OF TRUST, INCLUDING THE ASSIGNMENT OF RENTS AND THE SECURITY INTEREST IN THE RENTS AND PERSONAL
PROPERTY, IS GIVEN TO SECURE IAI PAYMENT OF THE INDEBTEDNESS AND . Iel PERFORMANCE OF ANY AND ALL OBLIGATIONS
UNDER THIS DEED OF TRUST. THIS DEED OF TRUST IS GIVEN AND ACCEPTED ON THE FOLLOWING TERMS:
TRUSTOR'S WAIVERS. Trustor waives all rights or defenses arising by reason of any "one action" or "anti-deficiency" law, or any other
law which may prevent Lender from bringing any action against Trustor, including a claim for deficiency to the extent Lender is otherwise
entitled to a claim for deficiency, before or after Lender's commencement or completion of any foreclosure action, either judicially or by
exercise of a power of sale.
PAYMENT AND PERFORMANCE. Except as otherwise provided in this Deed of Trust, Borrower and Trustor shall pay to Lender all
Indebtedness secured by this Deed of Trust as it becomes due, and Borrower and Trustor shall strictly perform all their respective
obligations under the Note, this Deed of Trust, and the Related Documents. ~'
CONSTRUCTION MORTGAGE. This Deed of Trust is a "construction mortgage" for the purposes of Sections 9-334 and 2A-309 of the
Uniform Commercial Code, as those sections have been adopted by the State of Nebraska.
POSSESSION AND MAINTENANCE OF THE PROPERTY. Borrower and Trustor agree that Borrower's and Trustor's possession and use of
the Property shall be governed by the following provisions:
Possession and Use. Until the occurrence of an Event of Default, Trustor may 111 remain in possession and control of the Property;
(21 use, operate or manage the Property; and 131 collect the Rents from the Property.
Duty to Maintain. Trustor shall maintain the Property in tenantable condition and, promptly perform all repairs, replacements, and
maintenance necessary to preserve its value.
Hazardous Substances. Trustor represents and warrants that the Property never has been, and never will be so long as this Deed of
Trust remains a lien on the Property, used for the generation, manufacture, storage, treatment, disposal, release or threatened release
of any Hazardous Substance in violation of any Environmental Laws. Trustor authorizes Lender and its agents to enter upon the
Property to make such inspections and tests as Lender may deem appropriate to determine compliance of the Property with this
section of the Deed of Trust. Trustor hereby 111 releases and waives any future claims against Lender for indemnity or contribution
in the event Trustor. becomes liable for cleanup or other costs under any such laws, and 121 agrees to indemnify, defend, and hold
harmless Lender against any and all claims and losses resulting from a breach of this paragraph of the Deed of Trust. This obligation
to indemnify and defend shall survive the payment of the Indebtedness ahd the satisfaction of this Deed of Trust.
Construction Loan. If some 'or all of the proceeds~of the loan creating the Indebtedness are to be used to construct or complete
construction of any Improvements on the Property, the Improvements shall be completed no later than the maturity date of the Note
for such earlier date as Lender may reasonably establish) and Trustor shall .pay in full all costs and expenses in connection with the
work. Lender will disburse loan proceeds under such terms and conditions as Lender may deem reasonably necessary to insure that
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the interestcreated by this peed of Trust shall have priority over all possible liens, including those. of material suppliers and wdrkmen.
wdeF mpy,,reGuir@, among~otherxthings, that disbursement requests be supported by receipted bills expense afhdavrts waivers of
ns, constructibn progress ieports;and such other documentation as Lender may reasonably request.'"""°' """`~`""_''' --
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DUE ON S,~4C~!=^~0~1,~~I~IT~~f}~'jLE~pER. Lender may, at Lender's option, declare immediately due and payable°all~sums'secured by this
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Deed of Trust upon the sale or transfer, without Lender's prior written conseri[, of all or any part of the Real Property, or any interest in [he
Real Property. A "sale or transfer" means the conveyance of Real Property or any right, title or interest in the Real Property; whether legal,
beneficial or equitable; whether voluntary or involuntary; whether by outright sale„tleed, installment sale contract, land contract, contract
for deed, leasehold interest with a term greater, than three 131 years,-lease=option'cdntract,. or by sale, assignment, or transfer of any
beneficial interest in or to any land trust holding title to''tlt2'WOaI"PPOp~i'Cy,'oY"fiy ariy"othermethod of conveyance of an interest in the Real
Property. If any Trustor is a corporation, partnership or limited liability company;~transfer also includes any change in ownership of more
than twenty-five percent 125%) of the voting stock, partnership-interests"or limited~liabilitycompany interests, as4he case may be, of such
Trustor. However, this option shall not be exercised by Lender if such exercise is prohifiited by federal law or by'Nebraska law.
TAXES AND LIENS. The following provisions relating to-the taxes anA~liens on the Property are part of this Deed of Trust: '
Payment. Trustor shall pay when due land in all events-priorrto.~delinquencyl~alf taxes, special taxes, assessments, charges (including
water and sewerl, fines and impositions levied against or on account of the Property, and shall pay when due all claims for work done
on or for services rendered or material furnished to the Property. Trustor shall maintain the Property free of all liens havirig priority
over or equal to the interest of Lender under this Deed of Trust, except for the lien of taxes and assessments not due and except as
otherwise provided in this Deed of Trust.
PROPERTY DAMAGE INSURANCE. The following provisions relating to insuring the Property are a part of this Deed df Trust.
Maintenance of Insurance. Trustor shall procure 'and maintain policies of fire insurance with standard extended coverage
endorsements on a replacement basis for the, full insurable value covering all Improvements on the Real Property in an amount
sufficient to avoid application of any coinsurance clause, and with a standard mortgagee clause in favor of Lender. Trustor shall also
procure and maintain comprehensive general liability insurance in such coverage amounts as Lender may request with' Trustee and.
Lender being named as additional insureds in such liability insurance policies. Additionally, Trustor shall maintain such other
insurance, including but not limited to hazard, business interruption, and boiler insurance, as Lender may reasonably require. Policies
shall~be written in form, amounts, coverages and basis reasonably acceptable to Lender and issued by a company or companies
reasonably acceptable to Lender. Trustor, upon request of Lerider, will deliver to Lender from time to time the policies or certificates
of insurance in form satisfactory to Lender, including stipulations that coverages will not be cancelled or diminished without at least
ten 1101 days prior written notice to Lender. Each insurance policy also shall include an endorsement providing that coverage in favor
of Lender will not be impaired in any way by any act, omission or default of Trustor or any other person. Should the Real Property be
located in an area designated by the Director of the Federal Emergency Management Agency as a special flood hazard area, Trustor
agrees to obtain and maintain Federal Flood Insurance, if available, within 45 days after notice is given by Lender that the Property is
' located in a special flood hazard area, for the full unpaid principal balance of the loan and any prior liens on the property securing the
- loan, up to the maximum policy limits set under the National Flood Insurance Program, or as~otherwise required by Lender, and to
maintain such insurance for the term of the loan.
LENDER'S EXPENDITURES. If any action or proceeding is commenced that would materially affect Lender's interest in the Property or if
Trustor fails to comply with any provision of this Deed of Trust or any Related Documents, including but not limited to Trustor's failure to
discharge or pay when due any amounts Trustor is required to discharge or pay under this Deed of Trust or any Related Documents, Lender
on Trustor's behalf~may'Ibut shall not be obligated to) take any action that Lender deems appropriate on the Property and paying all.costs
for insuring, maintaining and preserving the Property. All such expenditures incurred or paid by Lender for 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 by Trustor. All such
expenses will become a part of the Indebtedness and, at Lender's option, will (AI be payable on demand; Iel be added to the balance of
the Note andbe apportioned among and be payable with any installment payments to become due during either 111 the term of any '
applicable insurance policy; or (2) the remaining term of the No[e; or IC) be treated as a balloon paymentwhich will be due and payable
at the Note's maturity.
WARRANTY; DEFENSE OF TITLE. The following provisions relating to ownership of the Property are a part of this Deed of Trust:
Title. Trustor warrants that: lal Trustor holds good and marketable title of record to the Property in fee simple, free and clear of all
liens and encumbrances other than those set forth in the Real Property description or in any title insurance policy, title report, or final
title opinion issued in favor of, and accepted by, Lender in connection with this Deed of Trust, and Ib) Trustor has the full right,'
power, and authority to execute and deliver this Deed of Trust to Lender.
Defense of Title. Subject to the exception in the paragraph above, Trustor warrants and will forever defend the title to the Property
against the lawful claims of all persons.
EVENTS OF DEFAULT. Each of the following, at Lender's option, shall constitute an Event of Default under this Deed of Trust:
Payment Default. Borrower fails to make any payment when due under the Indebtedness.
Other Default. Trustor. fails to comply with any other term, obligation, covenantor condition contained in this Deed of Trust or in any
of the Related Documents.
Compliance Default. Failure to comply with any other term, obligation, covenant or condition contained in this Deed of Trust, the Note
or in any of the Related Documents.
Default on Other Payments. Failure of Trustor within the time required by this Deed of Trust to make any payment for. taxes or
insurance, or any other payment necessary to prevent filing of or toeffect discharge of any lien.
Death or Insolvency. The dissolution of Trustor's (regardless of whether election to continue is model, any member withdraws from
the limited .liability company, or any other termination of Borrowers or Trustor's existence as a going business or the death of any
member, the insolvency of Borrower or Trustor, the appointment of a receiver for any part of Borrower's or,.Trustor's property, any
assignment foY the benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy
or insolvency laws by or against Borrower or Trustor.
Events Affecting Guarantor. Any of the preceding events occurs with respect to any guarantor, endorser, surety, or accommodation
party of any of the Indebtedness or any guarantor, endorser, surety, or accommodation party dies or becomes incompetent, or
. revokes or disputes the validity of, or liability under, any Guaranty of the Indebtedness. In the event of a death, Lender, at its option,
may, but shall not be required to, permit the guarantor's estate to assume unconditionally the obligations arising under the guaranty in
a manner satisfactory to Lender, and, in doing so, cure any Event of Default.
Adverse Change. A material adverse change occurs in Borrower's or Trustor's financial condition, or Lender believes the prospect of
payment or performance of the Indebtedness is impaired. ~ '
Insecurity. Lender in good faith believes itself insecure.
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
same provision of this Deed of Trust within the preceding twelve 1121 months, it may be cured if Trustor, after receiving written notice
from Lender demanding cure of such default: 111 cures the default within fifteen 1151 days; or 121 if the cure requires more than
fifteen (15) days, immediately initiates steps which Lender deems in Lender's sole discretion to be sufficient to cure the default and
thereafter continues and completes all reasonable and, necessary steps sufficient to produce compliance as soon as reasonably
practical.
RIGHTS AND REMEDIES ON DEFAULT. Upon the occurrence of any Event of Default under any indebtedness, or should Borrower or
Trustor fail to comply with any of Borrower's or Trustor's obligations under this Deed of Trust, Trustee or Lender may exercise any one or
more of the following rights and remedies:
Acceleration Upon Default; Additional Remedies. If any Event of Default occurs as per the terms of the Note secured hereby,
Lender may declare all Indebtedness secured by this Deed of Trust to be due and payable and the same shall thereupon become
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~~ ~ ~ DEED-.,OF, TRUST ,
Loan No: 13724 (COntlllUed) Page 3
due and payable without any presentment, demand, protest or notice of any kind. Thereafter, Lender may:
la) Either in person or by agent, with or without bringing any action or proceeding, or by a receiver appointed by a court and
without regard to the adequacy of its security, enter upon and take possession of the Property, or any part thereof, in its
own name or~in the name of Trustee, and do any acts which it-deems necessary or desirable to preserve the value,
marketability or rentability of the Property, or part of the Property or interest in the Property; increase the income frdm the
Property or protect the security of the Property; and, with or without taking possession of the Property, sue for or otherwise
collect the rents, issues and profits of the Property, including those past due and unpaid, and apply the same, less costs and
expenses of operation and collection attorneys' fees, to any indebtedness secured by this Deed of Trust, all in such order as
Lender may determine. The entering upon and taking possession of the Property, the collection of such,rents,issues and
;profits, and the application thereof shall not cure or waive any default 'or notice of default under this Deed'of Trust or
invalidate any act done in response to such default or pursuant to such notice of default; and, notwithstanding the
continuance in possession of the Property or the collection, receipt and application of rents, issues or profits, Trustee or
Lender shall be entitled to exercise every right provided for in the Note or the Related Documents'or by law upon the
occurrence of any event of default, including the. right to exercise the power of sale;
Ib) Commence an action to foreclose this Deed of Trust as a mortgage, appoint'"a receiver-or specifically enforce any of the
covenants hereof; and ~
Icl Deliver to Trustee a written declaration of default and demand for sale and a written notice of default and election to
cause Trustor's interest in the Property to be sold, which notice Trustee shall cause to be duly tiled for record in the
appropriate offices of the County in which the Property is located; and
Idl With respect [o all or any part of the Personal Property, Lender shall have all the rights and remedies of a secured party
under the Nebraska Uniform Commercial Code. "
Foreclosure by Power of Sale. If Lender elects to foreclose by. exercise of the Power of Sale herein contained, Lender shall notify
Trustee and shall deposit with Trustee this Deed of Trust and the Note and such receipts and evidence of expenditures made and
secured by this Deed of Trust as Trustee may require.
lal Upon receipt of such notice from Lender, Trustee shall cause to. be recorded,"published and delivered to Trustor such
Notice of Default and Notice of Sale as then required by law and by this Deed. of Trust. .Trustee shall, without demand on
Trustor, after such time as may then be required by law and after recordation of such Notice of Default and after Notice of
Sale having been given as required by law, sell the Property at the time and place of sale fixed by it in such Notice of Sale,
either as a whole, or in separate Icts or parcels or items as Trustee 'shall deem expedient, and in such order as it may
determine, at public auction to the highest bidder for cash in lawful money of the United States payable at the time of sale.
Trustee shall deliver [o such purchaser or purchasers thereof its good.and sufficient deed or deeds conveying the property so
sold, but without any covenant or warranty, express or implied: The recitals in such deed of any matters or facts. shall be
conclusive proof of the truthfulness thereof. Any person, including without limitation Trustor, Trustee, or Lender, may
purchase a[ such sale.
(bl As may be permitted by law, after deducting all costs, fees and expenses of Trustee and of this Trust, including costs of
evidence of title in connection with sale, Trustee shall apply the proceeds of sale'to payment of lil all sums expended under
the terms of this Deed of Trust or under the terms of the Note not then repaid, including but not limited to accrued interest
and late charges, Iii) all other sums then secured hereby, and liii) the remainder} if any, to the person or persons legally
entitled thereto.
Ic) Trustee may in the manner provided by law postpone sale of all or any portion of the Property.
Remedies Not Exclusive: Trustee and Lender, and each' of them, shall be entitled to enforce payment and performance of any
indebtedness or obligations secured by this Deed of Trust and to exercise all rights and powers under this Deed of Trust, under the'
Note, under any of the Related Documents, or under any other agreement or any laws now or hereafter in force; notwithstanding,
some or all of such indebtedness and obligations secured by this Deed of Trust may now or hereafter be otherwise secured, whether
by mortgage, deed of trust, pledge, Tien, assignment or otherwise. Neither the acceptance of this Deed of Trust nor its enforcement,
whether by court action or pursuant to the power of sale or other powers contained in this Deed of Trust, shall prejudice or in any
manner affect Trustee's or Lender's, right to realize upon or enforce any other security now or hereafter held by Trustee or Lender, it
being agreed that Trustee and Lender, and each of them, shall be entitled to enforce this Deed of Trust and any other security. now or
hereafter held by Lender or Trustee in such order and manner as they or either of them may in their absolute discretion determine. No
remedy conferred upon or reserved to Trustee or Lender, is intended to be exclusive of any other remedy in this Deed of Trust or by
law provided or permitted, but each shall be cumulative and shall be in addition to every other remedy given in this Deed of Trust or
now or hereafter existing at law or in equity or' by statute. Every power or remedy given by the Note or any of the Related Documents
to Trustee or Lender or to which either of them may be otherwise entitled, may be exercised, concurrently or independently, from time
to time and as often as may be deemed expedient by Trustee or Lender, and either of them may pursue inconsistent remedies.
Nothing, in this Deed of Trust shall be construed as prohibiting Lender from seeking a deficiency judgment against the Trustor to the
extent such action is permitted by law. Election by Lender to pursue any remedy shall not exclude pursuit of any othei'remedy, and
an election to make expenditures or to take action to perform an obligation of Trustor under this Deed of Trust, after Trus[or's failure
to perform, shall not affect Lender's right to declare a default and exercise its remedies.
Request for Notice. Trustor, on behalf of Trustor-and Lender, hereby requests that a copy of any Notice of Default and a copy of any
Notice of Sale under this Deed of Trust be mailed to them at the addresses set forth•in the first paragraph of this Deed of Trust.
Attorneys' Fees; Expenses. If Lender institutes any suit or action to enforce any of the terms of this Deed of Trust,. Lender shall be
entitled to recover such sum as the court may adjudge reasonable as attorneys' fees at trial and upon any appeal. Whether or not any
court action is involved, and to the extent not prohibited by law, all reasonable expenses Lender incurs that in Lender's opinion are
necessary at any time for the protection of its interest or the enforcement of its rights shall become a part of the Indebtedness payable
on demand and shall bear interest at the Note rate from the date of the expenditure until repaid. Expenses covered by this paragraph
include, without limitation, however subject to any limits under applicable law, Lender's attorneys' fees and Lender's legal expenses,
whether or not there is a lawsuit, including attorneys' fees and expenses for bankruptcy proceedings (including efforts to modify or
vacate any automatic stay or injunction), appeals, and any anticipated post-judgment collection services, the cost of searching
records, obtaining title reports (including foreclosure reports), surveyors' reports, and appraisal fees, title insurance, and fees for the
Trustee, to the extent permitted by applicable law. Trustor also will pay,any court costs, in addition to all other sums provided by
law.
MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Deed of Trust:
Governing Law. This Deed of Trust will be governed by federal law applicable to Lender and, to [he extent not preempted by federal
law, the laws of the State of Nebraska without regard to its conflicts of law provisions. This Deed of Trust has been accepted by
Lender in the State of Nebraska.
Choice of Venue. If there is a lawsuit, Trustor agrees upon Lender's request to submifito'theljt]risHictioniof the courts of ADAMS
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County, State of Nebraska. =s ~, ~,,: ~; :.
Time is of the Essence. Time is of the essence in the performance of this Deed of,Trust.'„
Waiver of Homestead Exemption. Trustor hereby releases and waives all rights and benefits of the homestead exemption laws of the
State of Nebraska as to all Indebtedness secured by this Deed of Trust.
DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Deed of Trust. Unless
specifically stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of the United States of America.
Words and terms used in the singular shall include the plural, and the plural shall include the singular, as the context may require. Words
and terms not otherwise defined in this Deed of Trust sfiall have the meanings attributed to such terms in the Uniform Commercial Code:
Beneficiary. The word "Beneficiary" means FIVE POINTS BANK OF HASTINGS ,and its successors and assigns.
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"„ ~~; X0075172 :P . ~,
DEED O.F,,TRUST - . s, „
Loan No: 13724 (Continued) Page 4
Borrower. The word "Borrower" means HASTINGS VENTURES LLC and includes all co-signers and co-makers signing the Note and all
their successors and assigns. ~ '
Deed of Trust. The words "Deed of Trust" mean this'Deed of Trust among Trustor, Lender, and"Trustee, and includes without
limitation all assignment and security interest provisions relating.to the Personal Property. and Rents.
Environmental Laws. The words "Environmental Laws" mean any and all state, federal and local statutes, regulations and ordinances
relating to the protection of human health or the environment, including .without limitation the Comprehensive Environmental
Response, Compensation, and Liability Act of 1980, as amended, 42 U.S.C. Section 9601, et seq. ("CERCLA"), the Superfund
Amendments and Reauthorization Act of 1986, Pub. L. No. 99-499 ("SARA"1, the Hazardous Materials Transportation Act, 49 U.S.C.
Section 1801, et seq., the Resource Conservation and Recovery Act, '42 U.S.C. Section 6901, et seq., or other applicable state or
federal laws, rules, or regulations adopted pursuant thereto.
Event of Default. The words "Event of Default" mean ,any of the events of default set forth in this Deed of Trust in the events of
default section of this Deed of Trust. '
Guaranty. The word "Guaranty" means the guaranty .from guarantor, endorser, surety, or accommodation party to Lender, including
without limitation a guaranty of all or part of the Note.
Improvements. The word "Improvements" means all existing and future improvements, buildings, structures, mobile homes affixed on
the Real Property, facilities, additions, replacements and other construction on the Real Property.
Indebtedness. The word "Indebtedness" means all principal, interest, and other amounts, costs and expenses payable under the Note
or Related Documents, together with all renewals of, extensions of, modifications of, consolidations of and substitutions for the Note
or Related Documents and any amounts expended or advanced by Lender to discharge Trustor's obligations or expenses incurred by
Trustee or Lender to enforce Trustor's obligations under this Deed of Trust, together with interest on such amounts as provided in this
Deed of Trust. Specifically, without limitation, Indebtedness includes the future advances set forth in the Future Advances provision,
togetherwith all interest thereon and all amounts that may be indirectly secured by the Cross-Collateralization provision of this Deed
of Trust.
Lender. The word "Lender" means FIVE POINTS BANK OF HASTINGS ,'its successors and assigns.
Note. The word "Note" means the promissory note dated November 9, 2007, In the Original principal amount of
S 175,000.00 from Borrower to Lender, together with all renewals of, extensions of, modifications of, refinancings of,
consolidations of, and substitutions for the promissory note or agreement. The maturity date of this Deed of Trust is November 9,
2008.
Personal Property. The words "Personal Property" mean all equipment;,~fixtures, and other articles of personal property now or
hereafter owned by Trustor, and now or hereafter attached or-affixed to the Real Property; together with all accessions, parts, and
additions to, all replacements of, and all substitutions for, any of such property; and together with all proceeds (including without
limitation all insurance proceeds and refunds of premiums) from any sale or other disposition of the Property.
Property.'~The word "Property" means collectively the Real Property and the Personal~Property.
Real Property. The words "Real Property" mean the real property, interests and rights, as further described in this Deed of Trust.
Related Documents. The words "Related'Documents" mean all promissory notes, credit agreements, loan agreements, environmental
agreements, guaranties, security agreements, mortgages, deeds of trust, security deeds, collateral mortgages, and all other
instruments, agreements and documents, whether now or hereafter existing, executed in connection with the Indebtedness.
Rents. The word "Rents" means all present and future rents, revenues, income, issues, royalties, profits, and other benefits derived
from the Property.
Trustee. The word "Trustee" means Five Points Bank of Hastings, whose address is 2815 Osborne Drive West, Hastings, NE
68902-0055 and any substitute or successor trustees.
Trustor. The word "Trustor" means WESTBROOK VILLAGE LLC.
TRUSTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS DEED OF TRUST, AND TRUSTOR AGREES TO ITS TERMS.
TRUSTOR:
WESTBRO/O~+Kg VILLAGE LLC /y///`/
By: .::
AL M ANDERSON Member of WESTRROOK VILLAGE LLC
L~IyMITED LIABILITY COMPANY ACKNOWLEDGMENT
STATE OF %~~%'C.-- 1
/j ~i/ ,/ 1 SS
COUNTY OF .2~~ 1
,:
On this ~T~ day of G2~ l'/C- 20 ~ ~, before me, the undersigned Notary Public,
personally appeared. ALAN M ANDERSON , M mbar of WESTBROOK VILLAGE LLC, and known to me to be member or designated agent of
the limited liability company that executed the Deed of Trust and acknowledged the Deed of Trust to be the free and voluntary- act and
deed of the limited liability company, by authority of statute, its articles of organization or its operating agreement, for the uses and
purposes therein mentioned, and on oath stated that he or she is authorized to execute this Deed of Trust and in fact executed the Deed of
Trust on behalf of the limited liability company. ,
NERAL NOTARY-State of; Nebraska
Laura A. Roano
Nty Comm. Exp. Aug 12, 2010
Notary/Public in nd fo the
Residing at _~~~~~
My commission expnes
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