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HomeMy WebLinkAbout20080594~Q C~~~P. ~Umz~~~~s ~ SLJtL ' DOC1'AX 1'AC.ICi,' ~i~~~_ 20080594 k'k;z'.S .~L~ fQ~. PJ),~~~ CICfl Ole czzc nccrn zu,z•r>ixs: nszz_ zi.o.n. czca zu~~c'~ -Sou, C ,plc. IiL'I'TJA2N' /lk "_ ' ~e1J /~1E 6~g3.z - o~p~ ~-~-/~ .'~ NUM: o~9',i l.Z RD COMP: X Gtr ~/~ ~,3 COMPARE: t~,LF/ CADAS: AO / ADAMS f'4OUp TY, NE INST. N0. ~~ 5 9 4 Date a- -0 Time lI~~~A/Yl ~~~~ REGISTER OF DEEDS IZLSERVED FOR REGISTER OF DEEDS RECORDING.SPACE ADAMS COUNTY NE PAGE 1 OIL' ~ PAGES ~~ ~~ ,- ,~ ~ ~.~ r ~ '~ .,~:'~ ~ ., 20080594 '~~ta~~otN~raska`lt. '` ~ownty of Webster d ~s• entered an the " ntamericat indec'and filed far recar~f~in tine Cleric's a ~fi ,alit c~~ `~+'~- , o'cladt .fie r Qd in Book °f' ~h~°~a ~~ ~~ cl~r;~ ,__ ~;omp __ Ass>,,;:;"r .-- G'<xr~.tc3d .,._ ~a~J ~9 ate- PREFACE TO DEED OF TRUST UNDER FARPA !-aG~P~lESTEAD PR~'TECTl~N ACT DISCLAIMER T - - - BORROWER `GRANTOR L & L Johnson Farms, Inc. IL & L Johnson Farms, Inc. ADDRESS 2274 B RD Campbell, NE 68932 TELEPHONE.NO: '' IDEN7IFIGATION NO. ADDRESS 2274 B RD Campbell, NE 68932 TELEPRONENO IDENTIPICATION NO. TRUSTEE: South Central State Bank P.O. Box 186, Campbell, NE., 68932 DISCLAIMER In accordance with the provisions of the Nebraska Farm Homestead Protection Act, Grantor, prior to executing the attached Deed of Trust dated February 01, 2008. , by and between Grantorand South Central State Bank 673 Broad St. , Campbell. LIE 68932 -_- -- - - -- --- - - - --- Lender,hereby statesand acknowledges: 1. That no part of the homestead of Grantor is presently or will be in the future, situated on-the following described real estate (the Property), nor are there any buildings sufficient to be designated as a homestead presently located on the Property. The Northeast Quarter (NE 1/4) of Section Twenty-nine (29), Township Five (5) North, Range Twelve (12) West of the 6th P.M., Adams County, Nebraska; and The Northeast Quarter (NE 1/4) of Section Three (3), Township Three (3) North, Range Eleven (11) West of the 6th P.M., Webster County, Nebraska; and The Southwest Quarter (SW 1/4) of Section 'Eight (8), Township Three (3) North, ,Range Ten (10) West of the 6th P.M., Webster_County, Nebraska; and The Southeast Quarter (SE 1/4) and the South Half of the Southwest Quarter (S1/2SW1/4) of Section Four (4), in Township Five (5) North, of Range Twelve (12), West of the 6th P.M. in Adams County, Nebraska. 2. Grantor acknowledges that while this Deed of Trust is unsatisfied and a lien remains on the Property, Grantor shall have no right presentlyor in the futureto make a designation of homestead on the Property, including, without limitation, in the event of a trustee'ssale under the Deed of Trust. 3. Grantor acknowledges that if, contrary to this Disclaimer, Grantor establishes a homestead on the Property during the time the Deed of Trust is unsatisfied and a lien remains on the Property, Grantorshall have no right to make a designation of homestead in the event of a trustee's sale under the Deed of Trust. 4. Grantor statesthat this acknowledgment is Grantor's knowing and voluntary act and deed, and constitutes a written disclaimer and acknowledgment under the Nebraska Farm Homestead Protection Act and Grantorhereby disclaims any right to designate a homestead in the event of a trustee's sale under the Deed of Trust. 5. Grantorfurtherunderstandsand agrees that this acknowledgment and Disclaimershall befiled as a Prefaceto and become a part of the Deed of Trust. LPNE540© John H. Harland Co. (9/16/96) (800) 937-3799 ~ ~~ ~0~~4 ~~~ `~ ADS". Grantoraoknowredgesth'at Grarttorhas read, understand~,and agrees to the terms and conditions of thi5'~Bs~(aimer,and acknowledges receipt of an exact copy of the same. Dated this 1st day of February, 2008 . GRANTOR: L & L Johnson Farms, Inc . /~ /_.. ~. s a• ern o Son j GRANTOR: GRANTOR: G RANTO R GRANTOR: GRANTOR: GRANTOR: GRANTOR: STATEOF NebYQS1~S4 ) ss. _. _ .. _. ~COUNTYOF FYarl~'`1~1'n ) On this 1St day of ~ebr UQ1'll aoo$ ,personally appeared ~ QV Yip ~O~CICISC)C~1 ~ ~'f e~ld'~'Y-l~" known to me to be the person(s) whose name(s) is/are subscribed to the foregoing instrument, acknowledged that he/she/they executed same as his/her/their voluntary act and deed, and if married, intending to bind his/her separate estate. GENERAL NOTARY • State of Nebraska H KELLY E. BU11ES ~~~~~ ~_ ""~ M Comm. Exp. Aug.13, 2006 _ . - -- ,. Notary a iic = _, - __ _ STATEOF ) ss. COUNTY OF ) On this day of ,personally appeared known tome to be the person(s) whose name(s) ,, ., is/are subscribed to the.fore on instrument, ackhowled ed that he/she/the executed ,same as his/her/their voluntary sot and deed; and if'married; 9. 9 ,. g ., y intending to bind his/her separate estate. Public STATEOF ) ss. COUNTYOF, ) On this day of ,personally appeared known tome to be the person(s) whose name(s) is/are subscribed to the foregoing instrument, acknowledged that he/she they executed same as his/her/their voluntary act and deed, and if married, intending to bind his/her separate estate. Notary Public STATEOF „ ) , ss, - _ C TY,.OF-` On this . day of ~ ~ ~, personally appeared ' known to me to be the person(s) whose name(s) is/are subscribed to the foregoing instrument, acknowledged that he/she/they executed same as his/her/their voluntary act and deed, and if married, intending to bind his/her separate estate. Notary Pu LPNE6408 ©John H. Harland Co. (9/16/98) (800) 937-3799 ~f a f ;~~~o~0~-~4 ~- a~g~ After Recordation Return to: South Central State Bank PO Box 186 Campbell, NE 66932 DEEDOF TRUST - - - _ -- - BORROWER'. GRANTOR L & L Johnson Farms, Inc. ~L & L Johnson Farms, Inc. ADDRESS'. 2274 B RD Campbell, NE 68932 TELEPHONE NO IDENTI FICAT.ION NO 112274 B RD Campbell, NE ' TELEPHONE NO ADDRESS 68932 ''IDENTIFICATION NQ TRUSTEE: SOllth Central State Bank P.O. Box 186, Campbell, NE., 68932 In consideration of the loan or other credit accommodation hereinafter specified and any future advances or future Obligations, as defined herein, which may hereafter be advanced or incurred and the trust hereinafter mentioned and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Grantor hereby irrevocably bargains sells, transfers, grants, conveys and assigns to Trustee, his successors and assigns, intrust, for South Central State Bank 67~ Broad St. , Campbell, NE 68932. ("Lender"), the beneficiary under this Deed of Trust, with power of sale and right of entry and possession all of Grantor's present and future estate, right, title and interest in and to the real property described in Schedule Awhich is attached to this Deed of Trust and incorporated herein by this reference, together with all present and future improvements and fixtures; all tangible personal property, including, without limitation, all machinery, equipment, building materials, ano goods of every nature (excluding houseYioid goods) .now or nereaiier located on or used in oon~iaction v.•ith ±ha rea proper., whether or not affixed to the land; all privileges, hereditaments, and appurtenances, including all development rights associated with the real property, whether previously or subsequently transferred to the real property from other real property or now or hereafter susceptible of transfer from this real property to other real property; all leases, licenses and other agreements; all rents, issues and profits; all water, well, ditch, reservoir and mineral rights and stocks pertaining to the real property (cumulatively "Property"); to have and to hold the Property and the rights hereby granted for the use and benefit of Trustee, his successors and assigns, until payment in full of all Obligations secured hereby. Moreover, in further consideration, Grantor does, for Grantor and Grantor's heirs, representatives, successors, and assigns, hereby expressly warrant, covenant, and agree with Lender and Trustee and their successors and assigns as follows: 1. OBLIGATIONS. This Deed of Trust shall secure the payment and performance of all present and future indebtedness, liabilities, obligations and covenants of Borrower or Grantor (cumulatively "Obligations") to Lender pursuant to: (a this Deed of Trust and the following romisso notes and other agreements: _ _ __ _ __ _ _ INTEREST T ' RATE ' . PRINCIPAL AMOUNT/ CREDIT LIMIT FUNpING/ AGREEMENT DATE MATURITY DATE CUSTOMER L NUMBER NU '$400;000.00' 02/01/08 02/01/28 470660892 44363 I MBER (b) all other present or future written agreements with Lender that refer specifically to this Deed of Trust (whether executed for the same or different purposes than the foregoing); (c) any guaranty of obligations of other parties given to Lender now or hereafter executed that refers to this Deed of Trust; (d) future advances, whether obligatory or optional, to the same extent as if made contemporaneously with the execution of this Deed of Trust, made or extended to or on behalf of Grantor or Borrower. Grantor agrees that if one of the Obligations is a line of credit, the lien of this Deed of Trust shall continue until payment in full of all debt due under the line notwithstanding the fact that from time to time (but before termination of the line) no balance may be outstanding. At no time shall the lien of this Deed of Trust, not including sums advanced to protect the security of this Deed of Trust, exceed $ 8 0 0, 0 0 0. 0 0 ;and (e) all amendments, extensions, renewals, modifications, replacements or substitutions to any of file foregoing. As used in this Paragraph 1, the terms Grantor and Borrower shall include and also mean any Grantor or Borrower if more than one. 2. REPRESENTATIONS, WARRANTIESANDCOVENANTS. Grantor represents, warrants and covenants to Lender that: (a) Grantor has fee simple marketable title to the Property and shall maintain the Property free of all liens, security interests, encumbrances and claims except for this Deed of Trust and those described in Schedule B, which is attached to this Deed of Trust and incorporated herein by reference, which Grantor agrees to pay and perform in a timely manner; (b) Grantor is in compliance in all respects with all applicable federal, state and local laws and regulations, including, without limitation, those relating to "Hazardous Materials," as defined herein, and other environmental matters (the "Environmental Laws"), and neither the federal government nor the state where the Property is located nor any other governmental or quasi governmental entity has filed a lien on the Property, nor are there any governmental, judicial or administrative actions with respect to environmental matters pending, or to the best of the Grantor's knowledge, threatened, which involve the Property. Neither Grantor nor, to the best of Grantor's knowledge, any other party has used, generated, released, discharged, stored, or disposed of any Hazardous Materials as defined herein, in connection with the Property or transported any Hazardous Materials to or from the Property. Grantor shall not commit or permit such actions to be taken in the future. The term--"Hazardous Materials" shall mean any substance, material, or waste which is or becomes regulated by any governmental authority including, but iTOt limited to: (i) petroleum; (ii) friable or nonfriable asbestos; (iii) polychlorinated biphenyls; (iv) those substances, materials or wastes designated as a "hazardous substance" pursuant to Section 311 of the Clean Water Act or listed pursuant to Section 307 of the Clean Water Act or any amendments or replacements to these statutes; (v) those substances, materials or wastes defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and_Recovery Act or any amendments or replacements to that statute; and (vi) those substances; materials or wastes defined as a "hazardous substance" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation and Liability. Act, or any amendments or replacements to that statute or any other similar state or federal statute, rule, regulation or ordinance now or hereafter in effect. Grantor shall not lease or permit the sublease of the Property to a tenant or subtenant whose operations may result in contamination of the Property with Hazardous Materials or toxic substances; (c) All applicable laws and regulations, including, without limitation, the Americans with Disabilities Act, 42 U.S.C. Section 12101 et seq. (and all regulations promulgated thereunder) and all zoning and building laws and regulations relating to the Property by virtue of any federal, state or municipal authority with jurisdiction over the Property, presently are and shall be observed and complied with in all material respects, and all rights, licenses, permits, and certificates of occupancy (including but not limited to zoning variances, special exceptions for nonconforming uses, and final inspection approvals), whether temporary or permanent, which are material to the use and occupancy of the Property, presently are and shalt be obtained, preserved and, where necessary, renewed; ~ (3 1f ~ LPNE511 ©John H. Harland Co. (9/10/98) (800) 937-3799 0 Page 1 of 5 t' 1' (d~ ' Grantor has the rigFit yand is duly authorized to execute and perform its Obligations under this Deed o Trust and these actions do not and shall not conflict with the provisions of any statute, regulation, ordinance, rule of law, contract or other agreement which may be binding• o,r Grantor at any time; - (e) No action or proceeding is or shall be pending or threatened which might materially affect the Property; and (f) Grantor has not violated and shall not violate any statute, regulation, ordinance, rule of law, contract or other agreement (including, but not limited to, those governing Hazardous Materials) which might materially, affect the Property or Lender's rights or Interest in the Property ur ' to this Deed'of Trust." ° " ' _ ~ ` 3 , F~RIOR' DEEDS OF TRUST.' Grantor represents, and warrants that there are no prior deeds of trust affecting] any part of the Property except as set "' forth, on'~5'chedule B,attached,to this Deed'of Trust, which ;Grantor agrees to pay ahd perform in`a timely manner. If there are any prior deeds of trust '' then"G,rantor. agrees to pay'all amounts owed,'and perform all obligations `required,' under'such deeds of 4rust'and'the indebtedness secured'thereby .' and_ further, agrees that a default under any prior deed' of trust'shall be a default under this-Deed of Trust and shall entitle Lenderto all rights and remedies contained herein or in the Obligations to which Lender would be entitled in the event of any other default: 4. TRANSFERS OF THE PROPERTY OR BENEFICIAL INTERESTS IN GRANTORS OR BORROWERS.' In the event of a sale, conveyance, lease, contract for deed or transfer to any person of all or any part of the real property described in Schedule A, or any interest therein, or of all or any beneficial interest in Borrower or Grantor (if Borrower or Grantor is not a natural person or persons but is a corporation, limited liability company, partnership, trust, or other legal entity), Lender may, at its option, declare the outstanding principal balance of the Obligations plus accrued interest thereon .immediately due and payable. At Lender's request, Grantor or Borrower, as the case may be, shall furnish a complete statement setting forth all of its stockholders, members, or partners, as appropriate, and the extent of their respective ownership interests. 5. ASSIGNMENT OF RENTS. In consideration of the Obligations which are secured by this Deed of Trust, Grantor absolutely assigns to Lender all Grantor's estate, right, title, interest, claim and demand now owned or hereafter acquired in all existing and future leases of the Property (including extensions, renewals and subleases), all agreements for use and occupancy of the Property (all such leases and agreements whether written or oral, are hereafter referred to as the "Leases"), and all guaranties of lessees' •performance under the Leases, together with the immediate and continuing right to r.,ollect and receive all of the rents, income, receipts, revenries, issues, profits and other income of any nature now or hereafter due (including any income of any nature coming due during any redemption period) under the Leases or from or arising out of the Prcperty, including minimum rents, additional rents, percentage rents, parking or common area maintenance contributions, tax and insurance contributions; deficiency rents, liquidated damages following default in any Lease, all proceeds payable under any policy of insurance covering loss of rents resulting from untenantabflity caused by destruction or damage to the Property, all proceeds payable as a result of a lessee's exercise of an option to purchase the Property, all proceeds derived from the termination or rejection of any Lease in a bankruptcy or other insolvency proceeding, and all proceeds from any rights and claims of any kind which Grantor may have against any lessee under the Leases or any occupants of the Property (all of the above are hereafter collectively referred to as the "Rents"). This assignment is subject to the right, power and authority given to the Lender to collect and apply the Rents. This assignment is recorded in accordance with applicable state law; the lien created by this assignment is intended to be specific, perfected, and Choate upon the recording of this Deed of Trust, all as provided by applicable state law as amended from time to time. As long as there is no default under the Obligations or this Deed of Trust, Lender grants Grantor a revocable license to collect all Rents from the Leases when due and to use such proceeds in Grantor's business operations. However, Lender may at any time require Grantor to deposit all Rents into an account maintained by Grantor or Lender at Lender's institution. Upon default in the payment of, or in the performance of, any of the Obligations, Lender may. at its option take possession of the Property and have, hold, manage, lease and operate the Property on terms and for a period of time - that' Lender deems proper. Lender may proceed 'to collect and receive all Rents from the property, and Lender shall have full power to make alterations, renovations, repairs or replacements to the Property as Lender may deem proper. Lender may apply aII Rents in Lender's sole discretion to payment of the Obligations or to the payment of the cost of such alterations;`-- renovations, repairs and replacements and any expenses.incident: to taking ahd retaining possession of the Property periodically and the management and°operation of+the. Property. Lender-may keep the Property properly insured and may discharge any taxes, charges, claims, assessments and other liens which may accrue: The expense and cost. of; these actions may be paid from the Rents received, and any unpaid amounts shall be added to he principaF of the Obligations;- These. amounts, together with other costs, shall become part of the Obligations secured by this Deed of Trust. 6. LEASES AND OTHER AGREEMENTS. Grantor shall not take or fail to take any action which-may cause or permit the termination" or the withholding of any payment in connection with any Lease pertaining to the Property. In addition, Grantor, without Lender's prior written consent, shall not: (a) collect any monies payable under any Lease more than one month in advance; (b) modify any Lease; (c) assign or allow a lien, security interest or other encumbrance to be placed upon Grantor's rights, title and interest in and to any Lease or the amounts payable thereunder; or (d) terminate or cancel any Lease except for the nonpayment of any sum or other material breach by the other party thereto. If Grantor receives at any time any written communication asserting a default by Grantor under a Lease or purporting to terminate or cancel any Lease, Grantor shall promptly forward a copy of such communication (and any subsequent communications relating thereto) to Lender. All such Leases and the amounts due to Grantor thereunder are hereby assigned to Lender as additional security for the Obligations. 7. COLLECTION OF INDEBTEDNESS FROM THIRD PARTY. Lender shall be entitled to notify or require Grantor to notify any third party (including, but not limited to, lessees, licensees, governmental authorities and insurance companies} to pay Lender any indebtedness.' or obligation- owing to Grantor with respect to the Property (cumulatively "Indebtedness") whether or not a default exists under this Deed of Trust. Grantor shall diligently collect the Indebtedness owing to Grantor from these third parties until the giving of such notification. In the event that Grantor possesses or receives possession of any instruments or other remittances with respect to the Indebtedness following the giving of such notification or if the instruments or other remittances constitute the prepayment of any Indebtedness or the payment of any insurance or condemnation proceeds, Grantor shall hold such instruments and other remittances in trust for Lender apart from its other property, endorse the instruments and other remittances to Lender, and immediately provide Lender with possession of the instruments and other remittances. Lender shall be entitled, but not required, to collect (by legal proceedings or otherwise), extend the time for payment, compromise, exchange or release any obligor or collateral, or otherwise settle any of the Indebtedness whether or not an Event of Default exists under this Deed of Trust. Lender shall not be liable to Grantor for any action, .error, mistake, omission or delay pertaining to the actions described in this paragraph or any damages- resulting, therefrom. Notwithstanding_,the foregoing, nothing herein shall cause Lender to be deemed amortgagee-in-possession. 8. USE AND MAINTENANCE. OF PROPERTY. Grantor shall take all actions. and make. any repairs needed to-.maintain the Property in good condition. Grantor.,shall not commit or permit,, any waste to be committed. with respect. to the. Property. Grantor shall use'the Property solely in compliance. with applicable law and. insurance policies, :.Grantor shall not make any alterations, additions .:or .improvements. to the Property without Lender s, prior written consent.- Without limiting the foregoing, all alterations, additions and- improvements made to the' Property shall be subject to the beneficial interest belonging to Lender, shall not be removed without Lender's prior written consent, and shall be made at Grantor's sole expense:. 9. LOSS OR DAMAGE. Grantor shall bear the entire risk of any loss, theft, destruction or damage (cumulatively "Loss or Damage") to the Property or any portion thereof from any cause whatsoever. In the event of any Loss or Damage, .Grantor shall, at the option of Lender, repair the affected Property to its previous condition or pay or cause to be paid to Lender the decrease in the fair market value of the affected Property. 10. INSURANCE. The Property will be kept insured for its full insurable value (replacement cost) against all hazards including loss or damage caused by flood, earthquake, tornado and fire, theft or other casualty to the extent required by Lender. Grantor may obtain insurance on the Property from such companies as aLe acceptable to Lender in its sole discretion. The insurance policies shall require the insurance company to provide Lender with at least 3 U days' written notice before such policies are altered or cancelled in any manner. The insurance policies shall name Lender as a loss payee and provide that no act or omission of Grantor or any other person shall affect the right of Lender to be paid the insurance proceeds pertaining to the loss or damage of the Property. In the event Grantor fails to acquire or maintain insurance, Lender (after providing notice as may be required by law) may in its discretion procure appropriate insurance coverage upon the Property and the insurance cost shall be an advance payable and bearing interest as described in Paragraph 23 and secured hereby. Grantor shall furnish Lender with evidence of insurance indicating the required coverage. Lender may act as attorney-in-fact for Grantor in making and settling claims under insurance policies, cancelling any policy or endorsing Grantor's-name on any draft or negotiable .instrument drawn ,by any insurer. All such insurance policies shall be immediately assigned, pledged and delivered to Lender as further security for the Obligations. In the event of loss,'Grantor shall immediately' give Lender written notice and Lender is authorized to make proof of loss. Each insurance company is directed to make payments directly to Lender instead of to Lender and Grantor. Lender shall have the right, at its sole option, to apply such monies toward the Obligations or toward the cost of rebuilding and restoring the Property. Any amounts may at Lender's option be applied in the inverse order of the due dates thereof. 11. ZONING AND PRIVATE COVENANTS. Grantor shall not initiate or consent to any change in the zoning provisions or private covenants affecting the use of the Property without Lender's prior written consent. If Grantor's use of the Property is or becomes a nonconforming use under any zoning provision, Grantor shall not cause or permit such use to be discontinued or abandoned without the prior written consent of Lender. Grantor. will immediately provide Lender with written notice of any proposed changes to the zoning provisions or private covenants affecting the Property. 12. CONDEMNATION. Grantor shall immediately provide Lender with written notice of any actual or threatened condemnation or eminent domain proceeding pertaining to the Property. All monies payable to Grantor from such condemnation or taking are hereby assigned to Lender and shall be applied first to the.. payment of Lender's attorneys' fees, legal expenses and other costs (including appraisal fees) in connection with the condemnation. or eminent domain proceedings and then, at the option of Lender, to the payment,of the .Obligations; or the restoration or, repair of the: Property.. 13. LENDER'S RIGHT TO COMMENCE OR DEFEND LEGAL ACTIONS. Grantorahall immediately provide. Lender'with writtgn notice of any actual, orthreatened action;-suit,-or other.. proceeding affecting the Property. Grantor hereby appgints Lender asits attorney-in-fact to commence, intervene in, and defend' such actions;; suits, or other legal proceedings and. to compromise or settle any claim,or: controversy pertaining hereto, r: Lender.. shall`;- not be liable to Grantor for any action, error, mistake, omission or delay pertaining to the actions, described in thisparagraph.., or any damages... resulting therefrom. Nothing contained herein will prevent Lender from taking the actions described iri this paragraph in its own name. 14. INDEMNIFICATION. Lender shall not assume or be responsible for the performance of any of Grantor's obligations with respect to the Property' under any circumstances. Grantor shall immediately provide Lender with written notice of and indemnify and hold .Lender and its shareholders, directors, officers, employees and agents harmless from all claims, damages, liabilities (including attorneys' fees and legal expenses), causes of action, actions, suits and other legal proceedings (cumulatively "Claims") pertaining to the Property (including, but not limited to, those involving Hazardous Materials). Grantor, upon the request of Lender, shall hire legal counsel to defend Lender from such Claims, and pay the attorneys' fees, legal expenses and other costs incurred in connection therewith. In the alternative, Lender shall be entitled to employ its own legal counsel to defend such Claims at Grantor's cost. Grantor's obligation to indemnify Lender under this paragraph shall survive the termination, release or foreclosure of this Deed of Trust. ~ `1 LPNE511 B © John H. Harland Co. (9/10/98) (800) 937-3799 ~ ~ ~ ~ Page 2 of 5 / .:: ~,I~. aoog ~ ao~ 15. 'TAXES AND ASSESSMENTS. Grantor shall pay all taxes and assessments relating to the Pro~rty ~i due and immediafely~pr~ovide Lende~ evi~ence Of Nayment of same. Upon the request of Lender, Grantor shall deposit with Lender each month one-twelfth (1/12) of the estimated annual insurance premium, taxes and assessments pertaining to the Property. So long as there is no default, these amounts shall be applied to the payment of taxes; assessments and insurance as required on the Property. In the event of default, Lender.. shall .have the right, at its sole option, to apply the funds so held,, to pay any taxes or against. the Obligations. ,Any funds applied ,may, at Lender's option, be:applied in reverse order, of the due date thereof. , . , .., ~ ,_ ,, , : .. .. 16. INSPECTION OF PROPERTY, BOOKS, RECORDS AND REPORTS. Grantor shall allow Lender or its-agents td examine! and inspect the Property and examine;; inspect. and; make. copies of Grantor's books. and .records. pertaining.. to the Property from time,to time...,Grantorshall provide .. any.,assistance!,required, by Lender ,for,.. these purposes: All of the ignatures and information gontained,_in Grantor's books `and reoortls Shall be,';, genuine,, true, accurate-and. complete .in all respects. Grantor.'shall..note the existence, of Lender's".beneficial interest, in, its books and"records pertaining.; to~,,the,Property. Additionally,, Grantor shall report, in a form satisfactory #o Lender,, such information. as Lender may request regarding Grantor's financial condition or the Property., The information ,shall be for such periods;. shall, reflect Grantor's records at such time, an,d shall be ` rendered with such frequency as Lender may .designate. All information furnished by Grantor to' Lender shall be true,, accurate and complete in all respects, and signed by Grantor if Lender requests. 17. ESTOPPEL CERTIFICATES. Within ten (10) days after any request by Lender, Grantor shall deliver to Lender, or any intended transferee of Lender's rights with respect to the Obligations, a signed and acknowledged statement specifying (a) the outstanding balance on the Obligations; and (b) whether Grantor possesses any claims, defenses, set-offs or counterclaims with respect to the Obligations and, if so, the nature of such claims, defenses, set-offs or counterclaims. Grantor will be conclusively bound by any representation that Lender may make to the intended transferee with respect to these matters in the event that Grantor fails to provide the requested statement in a timely manner. 18. EVENTS OF DEFAULT. An Event of Default shall occur under this Deed of Trust and the Trustee's power shall become operative in the event that Grantor, Borrower or any guarantor of the Obligations: (a) fails to pay any Obligation to Lender when due; (b) fails to perform any Obligation: or breaches any warranty or covenant to Lender contained in this Deed of Trust.pr any other present,or future ,,agreement: . , .. .. . (c) destroys, loses or damages the Property in any material respect or subjects the Property to seizure, confiscation, or condemnation; (d) seeks to revoke, terminate or otherwise limit its liability under any guaranty to Lender; (e) dies, becomes legally incompetent, is dissolved or terminated, becomes insolvent, makes an assignment for the benefit of creditors, fails to pay debts as they become due, files a petition under the federal bankruptcy laws, has an involuntary petition in bankruptcy filed in which Grantor, Borrower or any guarantor is named, or has property taken under any writ or process of court; (f) allows goods to be used, transported or stored on the Property, the possession, transportation, or use of which, is illegal; (g) allows any party other than Grantor or Borrower to assume or undertake any Obligation without the written consent of Lender; or (h) causes Lender to deem itself insecure due to a significant decline in the value of the Property; or if Lender, in good faith, for any reason, believes that the prospect of payment orperformance is impaired. 19. RIGHTS OF LENDER ON EVENT OF DEFAULT. Upon. the occurrence of an Event of Default under this Deed of Trust, Lender shalt be entitled fo exercise one or more of the following remedies without notice or demand (except as required by law): (a) to. declare the Obligations ,immediately due and payable in full; such,acceleratioh shall be automatic and immediate if the Event of Default is a filing underahe Bankruptcy Code; . --- - - ` (b); to collect the outstanding Obligations with or.without resorting to judicial process; . `:.(c) 1o require Grantorto delivee;:and. make:available to L.ender;anyrPersonal property or Chattels constituting ~ he Property at a place reasonably. ` cohvenient to Grantor and Lender; . ; ; . c ... ' . .-.. . ' -{d) to enter upon and take possession of the Property without applying for or obtaining the appointment.of a receiverand, at Lender's option,. to appoint a receiver without bond, without first bringing suit on the. Obligations and without otherwise meeting. any tatutory conditions regarding receivers, it being intended that Lender shall have this contractual right to appoint a receiver; (e) to employ a managing agent of the Property and let the same, either in Trustee's own name, in the name of Lender or in the name of Grantor, and receive the rents, incomes, issues and profits of the Property and apply the same, after payment of all necessary charges and expenses, on account of the Obligations; (f) to pay any sums in any form or manner deemed expedient by Lender to protect the security of this Deed of Trust or to cure any default other than payment of interest or principal on the Obligations; (g) to foreclose this Deed of Trust judicially or nonjudicially and to direct the sale of the property through exercise of the. power of sale as referenced in paragraph 20, herein, in accordance with applicable law; (hl to set-off Grantor's Obligations against anv amounts owed Grantor by Lender including, but not limited to, monies, instruments,. and deposit accounts maintained with Lender or any currently existing or fiuture affiliate of Lender; and (i) to exercise all other rights available to Lender under any other written agreement or applicable law. Lender's rights are cumulative and may be exercised together, separately, and in any order. In the event that Lender institutes an action seeking the recovery of any of the Property by way of a prejudgment remedy in an action against Grantor, Grantor waives the posting of any bond which might otherwise be required. Lender or Lender's designee may purchase the Property at any sale. Proceeds of any Trustee's sale hereunder shall be applied first, to the costs and expenses of exercising the power of sale and of the sale, including the payment of the Trustee's fees actually incurred and not to exceed the amount which may be provided for in this Deed of Trust, second, to payment of the Obligations secured hereby, third, to the payment of junior trust deeds, mortgages, or other lienholders, and the balance, if any, to the person or persons legally entitled thereto. The Property or any part thereof may be sold in one parcel, or in such parcels, manner or order as Lender in its sole discretion may elect, and one or more exercises of the powe(herein granted shall not extinguish or exhaust-the power unless the entire Property is sold or the obligations are paid in full 20.' TRUSTEE'S EXERCISE OF POWER OF $ALEON,DEFAULT. Upon default by Borrower in payment of any Obligations secured hereby, Lerider' may declare all sums, secured hereby, immediately due and payable and shall cause to be filed of record a written notice of default and election to ' sell. the Property.. After the lapse of such time'as then maybe required by law following 'tecordatioh of such notice of default, and notice of safe having been given as iheri required by law, Trustee, witholat`demand on Grantor, shall sell-such Property, either as a whole'or`in separate parcels; and in such order as it or Lender may determine, at public auction to the highest bidder. Trustee may postpone the sale of all'or any portion `of the Property by public announcement at the time and place of sale, and from time to time ..thereafter may postpone the sale by public announcement at the time and place fixed by the preceding postponement. Trustee shall deliver to such purchaser its deed conveying the property, or portion thereof, so sold, but without any covenant or warranty, express or implied. The recitals in such deed of any matters of fact or otherwise, shall be conclusive proof of the truthfulness thereof. Any person, including Grantor, Trustee or Lender, may purchase at such sale. 21. REQUEST FOR NOTICES. Grantor requests that a copy of any notice of default and a copy of any notice of sale hereunder be mailed to each person who is a party hereto, at the address of such person set forth herein at the same time and in the same manner required as though a separate request thereof had been filed by each such person. 22. SECURITY INTEREST UNDER THE UNIFORM COMMERCIAL CODE. This Deed of Trust shall be considered a financing statement and a fixture filing pursuant to the provisions of the Uniform Commercial Code (as adopted in the state where the Property is located) covering fixtures, chattels, and articles of personal property now owned or hereafter attached to or to be used in connection with the Property together with any and all replacements thereof and additions thereto (the "Chattels"), and Grantor hereby grants Lender a security interest in such Chattels. The debtor is the Grantor described above. The secured party is the Lender described above. Upon demand, Grantor shall make, execute and deliver such security agreernents (as such term is defned II1 said Urritor; ~ ~ Ccmrnercial Code) as Lander at un; time may deer;l necessary or proper or required to grant to Lender a perfected security interest in the Chattels, and upon Grantor's failure to do so, Lender is authorized to sign any such agreement as the agent of Grantor. Grantor hereby authorizes Lender to file financing statements (as such term is defined in said Uniform Commercial Code) with respect to the Chattels, at any time, without the signature of Grantor. Grantor will, however, at any time upon request of Lender, sign such financing statements. Grantor will pay all filing fees for the filing of such financing statements and for the refiling thereof at the times required, in the opinion of Lender, by said Uniform Commercial Code. If the lien of this Deed of Trust is subject to any security agreement covering the Chattels, then in the event of any default under this Deed of Trust, all the right, title and interest of Grantor in and to any and all of the Chattels is hereby assigned to Lender, together with the benefit of any deposits or payments now or hereafter made thereof by Grantor or the predecessors or successors in title of Grantor in the Property. 23. REIMBURSEMENT OF AMOUNTS EXPENDED BY LENDER. Lender, at Lender's option, may expend funds (including attorneys' fees and legal expenses) to perform any act required to be taken by Grantor or to exercise any right or remedy of Lender under this Deed of Trust. Upon demand, Grantor shall immediately reimburse Lender for all such amounts expended by Lender together with interest thereon at the lower of the highest rate described in any Obligation or the highest rate allowed by law from the date of payment until the date of reimbursement. These sums shall be included in the definition of Obligations herein and shall be secured by the beneficial interest granted herein. If the Obligations are paid after the beginning of publication` of notice of sale; as herein provided, or in the event Lender shall; at its sole option; permit Grantor to pay any part of the' Obligations after the beginning of publication of`notice of sale, as herein provided, then, Grantor shall pay on demand all expenses incurred bythe Trustee and Lender in connection with said publication, including reasonable attorneys' fees to'the attorneys for the Trustee and for the Lender, and a~ reasonable fee to the Trustee, and this Deed of Trust shall be security for alf such expenses and fees,' 24. APPLICATION OF PAYMENTS. All payments made by or on behalf of Grantor may be applied against the amounts paid by Lender (including attorneys' fees and legal expenses) in connection with the exercise of its rights or remedies described in this Deed of Trust and then to the payment of the remaining Obligations in whatever order Lender chooses. 25. POWER OF ATTORNEY. Grantor hereby appoints Lender as its attorney-in-fact to endorse Grantor's name on all instruments and other documents pertaining to the Obligations or Deed of Trust. In addition, Lender shall be entitled, but not required, to perform any action or execute any document required to be taken or executed by Grantor under this Deed of Trust. Lender's performance of such action or execution of such documents shall not relieve Grantor from any Obligation or cure any default under this Deed of Trust. All powers of attorney described in this Deed of Trust are coupled with an interest and are irrevocable. 26. SUBROGATION OF LENDER. Lender shall be subrogated to the rights of the holder of any previous lien, security interest or encumbrance discharged with funds advanced by Lender regardless of whether these l/iens, -s{~ecurity interests or other encumbrances have been release .of Lr~_~{.Jjord. LPNE511 C ©John H. Harland Co. (9/10/98) (800) 937-3799 lV ~ l ~ Page 3 of 5 r~ ~~ ~ ., .-, X09 ;~aa~a~~4 ~' 27. COLtECTIONaCOSTS. To the extent permitted by law, Grantor agrees to pay ender's reasonahl~ fees nd costs, including, but not limited to, fees and costs of attorneys and other agents (including without limitation paralegals, clerks and consulta ,whether or not such attorney or agent is an employee of Lender, which are incurred by Lender in collecting any amount due or enforcing any right or remedy under this Deeu df. Trust, whether or not suit is brought, including, but not limited to, all fees and costs incurred on appeal, in bankruptcy, and for post-judgment collection actions. 28. PARTIAL RELEASE. Lender may release its interest in a portion of the Property by executing and recording one or more Partial Deed of Reconveyance without affecting: its interest in the remaining portion of the Property. Nothing herein shall be deemed to obligate Lender to release any of its interest in the Property (except as required under Paragraph 37), nor shall Lender be obligated to release any part of the Property if Grantor is in' default under this' Deed of Trust: The lien'and-security interest. created. by the Deed of T.rust. remain.. in..effect with .respect. to that portion of. the. property,,as defined, in the,Deed of.Trust, that is,not the subject of this oC any Partial ,Deed of Reconveyance . . . . ... .. . . ...... . . ...: .. , 29. MODIFICATION AND WAIVER. The modification or waiver of any of Grantor's Obligations or Lender's rights under this Deed of .Trust must be contained in a writing signed by Lender. Lender may perform any of Borrower's or Grantor's Obligations, delay or fail to exercise any of its rights or'' accept payments from Grantor or anyone other than Grantor without causing a waiver of those Obligations or rights. A waiver on one occasion shall not constitute a waiver on any other occasion. Grantor's Obligations under this Deed of Trust shall not be affected if Lender amends, compromises, exchanges, fails to exercise, impairs or releases any of the Obligations belonging to any Grantor, Borrower or third party or any of its rights against any Grantor, Borrower or third party or any of the Property. Lender's failure to insist upon strict performance of any of the Obligations shall not be deemed a waiver, and Lender shall have the right at any time thereafter to insist upon strict performance. 30. SUBSTITUTE TRUSTEE. In case of the death, inability, refusal to act or absence of the Trustee from the state where the Property is located or in case the holder of the Obligations shall desire for any reason to remove the Trustee or any substitute trustee as trustee hereunder and to appoint a new trustee in his place and stead, the holder of the Obligations is hereby granted full power to appoint in writing a substitute trustee for said Trustee, and the substitute trustee shall, when appointed, become successor to all rights of Trustee hereunder and the same shall become vested in him for the purposes and objects of this Deed of Trust with all the power, duties and obligations herein conferred on the Trustee. 31. SUCCESSORS AND ASSIGNS. This Deed of Trust shall be binding upon and inure to the benefit. of Grantor and Lender and their respective successors, assigns, trustees, receivers,,administrators, personal representatives, legatees and devisees. 32. NOTICE. Except as otherwise required by law, any notice cr other rommuriication 'o he provided under this Deed of Trl.lst shall be in writing and sent to the parties at the addresses described in this Deed of Trust or such other address as the parries nay designate in writing from time to time. Any such notice so given and sent by first class mail, postage prepaid, shall be deemed given the earlier of three (3) days after such notice is sent or when received by the person to whom such notice is being given. 33. SEVERABILITY. Whenever possible, each provision of this Deed of Trust shall be interpreted so as to be effective and valid under applicable state law. If any provision of this Deed of Trust violates the law or is unenforceable, the rest of this Deed of Trust shall continue to be valid and enforceable. 34. APPLICABLE LAW. This Deed of Trust shall be governed by the laws of the state where the Property is located. Unless applicable law provides otherwise, Grantor consents to the jurisdiction and venue of any court selected by Lender, in its sole discretion, located in that state. 35. NO THIRD-PARTY RIGHTS, No person is or shall be a third-party beneficiary of any provision of this Deed of Trust. All provisions of this Deed of Trust in favor of Lender are intended solely for the benefit of Lender, and no third party shall be entitled to assume or expect that Lender will waive or consent to the modification of any provision of this Deed of Trust, in Lender's sole discretion. 36. PRESERVATION OF LIABILITY AND PRIORITY. Without affecting the liability of Borrower, Grantor, or any guarantor of the Obligations, or any other person (except a person expressly released in writing) for the payment and performance of the Obligations, and without affecting the rights of Lender with respect to any Property not expressly released in writing, and without impairing in any way the priority of this Deed of Trust over the interest of any person acquired_gr first evidenced by recording subsequent to the recording of this Deed of Trust, Lender may, either before or after the maturity of the Obligations, and'' without notice or consent: release any person liable- fore payment- or performance of -all or any 'part of the Obligations; make any agreement altering ..the .terms of .payment. or performance. of, all or.any part of the Obligations;... exercise or refrain. from,. , exercising or waive any right or remedy that Lender may have under this Deed of Trust; accept additional security of any kind for any of the. Obligations; or telease or otherwise deal with any real or personal property securing the Obligations: Any person acquiring or reoording~ evidence'of ' any interest of any nature in the Property shall be deemed, by acquiring such interest or recording .any evidence thereof, to have consented to all or any such actions by, Lender. - _ 37. DEFEASANCE. Upon the payment and performance in full of all of the Obligations, Lender will execute and deliver to Grantor those documents that may be required to release this Deed of Trust of record. Grantor shall be responsible to pay any costs of recordation. 38. CONSTRUCTION LOAN. [] This Deed of Trust is a construction mortgage under the Uniform Commercial Code, to secure an obligation incurred for the construction of an improvement on land, including the acquisition costs of land. This Deed of Trust secures a construction loan, and it will be subject to the terms of a construction loan agreement between Grantor and Lender. Any materials, equipment or supplies used or intended for use in the construction, development, or operation of the Property, whether stored on or off the Property, shall also be subject to the lien of this Deed of Trust. _.. 39. WAIVER OF HOMESTEAD AND OTHER EXEMPTIONS. Grantor hereby. waives_all homPStead_.and other exem.otions in the Property. to which Grantor would otherwise be entitled under any applicable law. 40. MISCELLANEOUS. Grantor and Lender agree that time is of the essence. Grantor waives presentment, demand for payment, notice of dishonor and protest except as required by law. All references to Grantor in this Deed of Trust shall include all persons signing below. If there is more than one Grantor, their Obligations shall be joint and several. This Deed of Trust represents the complete integrated understanding between Grantor and Lender pertaining to the terms and conditions hereof. 41. JURY TRIAL WAIVER. LENDER AND GRANTOR HEREBY WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY CIVIL ACTION ARISING OUT OF, OR BASED UPON, THIS DEED OF TRUST. 42. ADDITIONAL TERMS: Grantor acknowledges that Grantor has read, understands, and agrees to the terms and conditions of this Deed of Trust, and acknowledges receipt of an exact copy of same. Dated this 1st day of February, 2008 GRANTOR: L & L Johnson Farms, InC. GRANTOR: B ~ lr•^~~~~~n~ ~. ~~~-tip ~~-~ La~Vern Johnson President GRANTOR: GRANTOR: GRANTOR: GRANTOR: GRANTOR: GRANTOR: LPNE511 D ©John H. Harland Co. (9/10/98) (800) 937-3799 /'7 O ~. ~ - ~ - ~ ~ ~ Page 4 of 5 STATEOF Nebrasl~A ) `, ~ Q ~ Q ~ ~ 4 c~uivTV of Fr0.Y1 K1 iY1 ) J~ 15~, da of Fe' by IAQY l~ On. this y _~~SJ_O-, personally appeared' ', ~ver~n ~OhrISUYI , . ~'re..~l~e'rl~" known o me to be the person(s) whose name(s).,: is/are subscribed to the foregoing instrument, acknowledged that- he/she/they executed same as his/her/their voluntary act ahd deed; and if married,' intending to.bind his/her separate estate. ~ _ GEWEfiALNOTARY-Stale ofNeu(aska ` f<ECLY E. BOLLES ~~ ,~'~ My Comm. Ezp. Aug. 13, 2003 f~l~.~--l.a ~ ~.A..Q~ Notary Public STATEOF ) ss. COUNTY OF ) On this day of , -' ,personally appeared _ -- ---- -------- - -;-- _ _-- -- --kno~n:n tr, ma to.b~ ;he perso, (s} v~hose names} is/are subscribed to the foregoing instrument, acknowledged that he/she/they executed same as his/her/their voluntary act and deed, and if married, intending to bind his/her separate estate. Notary Public STATEOF ) ss. COUNTY OF ) - .: Oh this day of .. personally appeared known to tree to. be the -, _ . , of who acknowledged that he/she/they executed the foregoing instrument on behalf of the entity herein named and executed the same as the voluntary act of such entity. STATEOF ) ss. CCU^:TYOF ; On this day of Notary Public ,personally appeared known to me to be the of who acknowledged that he/she/they executed the foregoing instrument on behalf of the entity herein named and executed the same as the voluntary act of such entity. Notary Public ~CHEDULE A The following described real property located in the County of Adams ,State of Nebraska The Northeast Quarter (NE 1/4) of Section Twenty-nine (29), Township Five (5) North, Range Twelve (12) West of the 6th P.M., Adams County, Nebraska; and The Northeast Quarter (NE 1/4) of Section Three (3), Township Three (3) North, Range Eleven (11) West of the 6th P.M., Webster County, Nebraska; and The Southwest Quarter (SW 1/4) of Section Eight (6), Township Three (3) North, Range Ten (10) west of the 6th P.M., Webster County, Nebraska; and The Southeast Quarter (SE 1/4) and the South Half of the Southwest Quarter (S1/2S"vs'1/s} of Section "r'our (s}, in Township rive (5) North, of Range iwEive (i2}, West of the 6th P.M. in Adams County, Nebraska. __ THIS DOCUMENT WAS PREPARED BY: HE_DULE AFTER RECORDING RETURN TO LENDER AT ITS ADDRESS DESCRIBED ABOVE. LPNE511E n John H. Harland Co. 19/10/981 (8001 937-3799 g t)F ~ Pane C, of ,~,