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HomeMy WebLinkAbout20075176NO '' ','I n2' t'~ ir< Ci~~P NUM PGS~'~ c ,' a. c.i: i,f ~.,+, SEAA~. DDC iAX CK# FEESao.5o PD .5o CK ,v+. 4sIS~ CHG ACCT RET REES:_:CASH_,R.O.D. CK#, REC'D.~~ante~ - G{-1n.r ,r ri+~e RETURN _ Ll~ a r }er TrF (p . Nr~s+r~~s hf~~~,I IIIIIIVIVIIIIIIIICVIIfl~ ~tJl+rt ~.cLKevieuJ .3/~d Ad~~ RD.COMP x ~ ~'zq COMPARE CADAS ~' AO '~ ADAMS COUNTY, NE FIL D INST. N0. ~r_~e~, i.'~s Date ~'-ah•c Time ~ 5o P.ry) RER OF DEE~ . WHEN RECORDED MAIL TO: , . FIVE POINTS BANK OF HASTINGS 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 LLC; A NEBRASKA LIMITED LIABILITY COMPANY ("Trustor"); FIVE POINTS BANK OF HASTINGS ,whose address is MAIN BANK, 2815 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. (including stock in utilities with ditch or irrigation rights); and all other rights, royalties, and profits relatingto the real : property„ including without limitation all minerals, oil, gas, geothermal and similar matters, (the "Real Property") located in ADAMS County, State of Nebraska: Lot 3, Lakeview 3rd Addition, a Subdivision to the City of Hastings, Adams County, Nebraska The Real Property or its address is commonly known, as 1201 LAKERIDGE 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 any 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 5195,000.00. Trustor presently assigns to Lender (also known as Beneficiary in this Deed of Trust) 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 IA) PAYMENT OF THE INDEBTEDNESS AND IBI 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 [o 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 11) remain in possession and control of the Property; 12i 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 arid 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 (11 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 12) 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 and 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 constructionof any Improvements on the Property, the Improvements shall be completed no later than the maturity date of the Note (or 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 !K r 200~517~ . , ,.. .. . , A a, 3 v~a DEED OF TRUST r "" ' -= ~' dt? Loan''No; 137,26 ~~ ~ t';+;j :A' %i~ (Continued) _ . +.~ .,.,,..~... ..Pa e~2 ~ {'- ., . ,_.............. .._~. .„, s .. ..t ~:S .~} `fFie',inieie"st created by this~Deed of Trust shall have priority over all possible liens, including those'df mafehal "suppliers and workmen Lender may require,, among 'other things, that disbursement requests be supported by receipted_bibs,..,exppose,;a,ffidavits,..waivers: of~'~%il Iiens,~~c,onstrVCtion progress~reports;~;and such other documentation as Lender may reasonably request ~ :~ DUE ON SALE.;.CONSENT;BY LENDER. Lender may, at Lender's-option, declare immediately due and payable all sums secured by this Deed of Trust'uporrtfie'sale'or transfer, without Lender's prior written consent, of all or any part of the•ReahProperty;•or-any~interesYfn the Real Property. A "sale or transfer" means the conveyanceof. Real'.P.roperty..orany iight,~title or interest in the Real Property; whether legal, beneficial or equitable; whether voluntary or involuntary; whether by outright sale, deed, installment sale contract, land contract, contract for deed, leasehold interest with a term greater than three 13), years,.',lease-option..contrapt, or by sale, assignment, or, transfer of any beneficial interest in or to any land trust holding title to the Real Property,'or~~by any other method 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 (25%) of the voting stock, partnership interests o~'limiteii liability company interests, as the case may be, of such Trustor. However, this option shall not be exercised by Lender if such exercise is prohibited by federal law or by'Nebraska law. TAXES AND LIENS. The following provisions relating to the taxes and liens on the Property are part of this Deed of Trust: ' Payment. Trustor shall pay when due land in all events prior,to delinquency) all taxes, special taxes, assessments, charges (including water and sewer), 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 having 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 relatingto,~insuring the Property are a part of this Deed of 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 Lender, will deliver to Lender. from time to time the policies or certificates of insurance in form satisfactory to Lender, including stipulations that coverages will' no[ be cancelled or diminished without at least ten (101 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 Trus[or'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 (but shall not be obligated to) take any action that. Lender deems appropriate on the Property and paying all costs fbr 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 IA) be payable on demand; IBI be added to the balance of the Note and be apportioned among and be payable with any installment payments to become due during either (11 the term of any applicable insurance policy; or 121 the remaining term of [he Note; or ICI be treated as a balloon payment which 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: la) 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 Ibl 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, covenant or 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 conditioncontaihed 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 to effect discharge of any lien. - Death or Insolvency. The dissolution of Trustor's (regardless of whether election to continue is made), any member withdraws from the limited liability company, or any other termination of Borrower's 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 for 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 (1 2) months, it may be cured if Trustor, after receiving written notice from Lender demanding cure of such default: I1) cures the default within fifteen 1151 days; or 121 if the cure requires more than fifteen 115) 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 iJeed.of Trust to be due and payable and the same shall thereupon become ~ a~- ~Q075i`76 DEED. ,OF,,TRUST Loan No: 13726 ' `(COntiriuf3d) Y' 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 theProperty or interest in the Property; increase the income from the Property or protect the security of the Prdperty; 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 applythe 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 theProperty, 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 end application of rents, issues or profits, Trustee or Lender' shall be~ entitled to exercise every right provided for in the Ndte or~ the Related Documents or bylaw 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 receivei 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 filed for record in the appropriate offices of the County in which the Property is located; and Idl With respect to 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 loss 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 to 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 at such sale. Ibl 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 teims.of the Note not then repaid, including but not limited to accrued interest and Tate charges, (ii) all other sums then secured hereby, and (iii) the remainders 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 dt 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, lien, 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 other, remedy, and an election to make expenditures or to take action to perform an obligation of Trustor under this Deed of Trust, after Trustor'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 [o 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 injunctionl, appeals, and any anticipated post-judgment collection services, the cost of searching records, obtaining title reports lincluding foreclosure repor[sl, 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 the 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. ~ "- ' ~•~ •• ~•..,- %1 t ~ v r,l , ~' ° - - ~a : Choice of Venue. If`there is a lawsuit, Trustor agrees upon Lender's request to submit tppthe~ijur,isdictiyn~of the dourts' of ADAMS County, State of Nebraska. I ^t° '~5 Time is of the Essence. Time is of the essence in [he 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 content may require. Words and terms nqt otherwise defined in this Deed of Trust shall 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. 3rd y. Loan No: 13726 DEED OF TRUST (Continued) 2007517 ., .. .. 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 1966, Pub. L. No. 99-499 ("SARA"), the Hazardous Materials Transportatiori 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 experses 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, together with 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 $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: WESTBRCi VILLAGE LLC ' By: ~~:' ALAN M AND RS N ,.Member of WESTBROOK VILLAGE LLC LIMITED LIABILITY COMPANY ACKNOWLEDGMENT STATE OF r ~(.~ l~wii(~L~ ) SS COUNTY OF ) ,/ ( j On this ~_ day of ~~~~Z~i~/L 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. q - By U C GC /~ GENERAL NOTARY-State of Nebraska - Notar) Public in nd fo the State of Laura A. Rosno _ __ My Comte. ExP• Au0 i2, 2010 Residing at My commission expires~~~~% 4~4