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ADAMS FIOUNTY, NE
INST. N0._____-_~ a ~ a 16i ~.
Date 1--~Time~~m
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"TER OF DEEDS
R
WHEN RECORDED MAIL TO: ~
Platte Valley State Bank & Trust Company
PVSB Main Branch
2223 Second Aae
Kearney NE 68848 FOR RECORDER'S USE ONLY
DEED OF TRUST
THIS DEED OF TRUST is dated January 7, 2008, among CI PROPERTIES, LLC, whose address is 602 LEISURE
LN, HASTINGS, NE 68901; a Nebraska Limited Liability Company ("Trustor"); Platte Valley State Bank & Trust
Company, whose address is PVSB Main Branch, 2223 Second Ave, Kearney, NE 68848 (referred to below
sometimes as "Lender" and sometimes as "Beneficiary"1; and Platte Valley State Bank & Trust Company,
whose address is PO Box 430, Kearney, NE 68848-0430 (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 fixtr~ ~ ~s; ~.II easements, rights of way, and appurtenances; all water, water
rights and ditch rights (including stock in utilities with ditch or irriyat~on rights); and :3i! other rights, royalties, and profits relating to the real
property, including without limitation all minerals, oil, gas, geothermal a~u' si~:oiar matters, (the "Real Property"- located In
ADAMS County, State of ~Jeblraska:
THE SOUTH 75 FEET OF LOTS 7 & 8, BLOCK 2, ORIt;INAL TOWN, CITY OF HASTINGS, ADAMS
COUNTY, NEBRASKA
The Real Property or its address is commonly known as 600 N HASTINGS, HASTINGS, NE 68901.
FUTURE ADVANCES. In addition to the Note, this Deed of Trust secures all future advances made by Lender to 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 Trustor, together with all interest thereon.
Trustor presently assigns to Lender (also kuuwn as 6eneticiary in this Deed of Trust! all of Trustor's right, title, and inte;c~*. 6~ 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 (A) PAYMENT OF THE INDEBTEDNESS AND (B) PERFORMANCE OF ANY AND ALL OBLIGATIONS
UNDER THE NOTE, THE RELATED DOCUMENTS, AND THIS DEED OF TRUST. THIS DEED OF TRUST IS GIVEN AND ACCEPTED ON THE
FOLLOWING TERMS:
PAYMENT AND PERFORMANCE. Except as otherwise provided in this Deed of Trust, Trustor shall pay to Lender all amounts secured by
this Deed of Trust as they become due, and shall strictly and in a timely manner perform all of Trustor's obligations under the Note, this
Deed of Trust, and the Related Documents.
POSSESSION AND MAINTENANCE OF THE PROPERTY. TfUStGr agrees +hat Trrrr:tor'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, Trusty rray (1) remain in possession and control of the Property;
(2) .use, operate or manage the Property; and (3) 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.
Compliance With Environmental Laws. Trustor represents and warrants to,Lender that: (1) During the period of Trustor's ownership
of the Property, there. has been no use, generation, manufacture, storage, treatment, disposal, release or threatened release of any
Hazardous Substance by any person on, under, about or from the Property; (2) Trustor has no knowledge of, or reason to believe
that there has been, except as previously disclosed to and acknowledged by Lender in writing, (a) any breach or violation of any
Environmental Laws, (b) any use, generation, manufacture, storage, treatment, disposal, release or threatened release of any
Hazardous Substance on, under, about or from the Property by any prior owners or occupants of the Property, or (c) any actual or
threatened litigation or claims of any kind by any person relating to such matters; and (3) Except as previously disclosed to and
acknowledged by Lender in writing, (a) neither Trustor nor any tenant, contractor, agent or other authorized user of the Property
shall use, generate, manufacture, store, treat, dispose of or release any Hazardous Substance on, under, about or from the Property;
or:~ (b) any such activity shall be ~c ~r'~cted in c^mplia^cs ~^~ith a!I spplicab!e fad~ral, state, ar.d !^^_.! !~:~~s, regulations and
ordinances, including without limitation all Environmental Laws. Trustor authorizes Lender and it:; agents to enter upon the Property
to make such inspections and tests, at Trustor's expense, as Lender may deem appropriate to determine compliance of the Property
with this section of the Deed of Trust. Any inspections or tests made by Lender shall be for Lender's purposes only and shall not be
construed to create any responsibility or liability on the part of Lender to Trustor or to any other person. The representations and
warranties contained herein are based on Trustor's due diligence in investigating the Property for Hazardous Substances. Trustor
hereby (1) releases and waives any future claims against Le~aer for indemnity of contribution in the event Trustor becomes liable for
cleanup or other costs under any such laws; and (2) agrce~• to indemnify, Defend, and hold harmless Lender against any and all
claims, losses, liabilities, damages, penalties, and expenses which Len~.er m:,y :ii-ectly or indirectly sustain or suffer resulting from a
breach of this section of the Deed of Trust or as a consequence of any use, generation, manufacture, storage, disposal, release or
threatened release occurring prior to Trustor's ownership or interest in TILE; Property, whether or not the same was or should have
been known to Trustor. The provisions of this section of the Deed of Trust, including the obligation to indemnify and defend, shall
survive the payment of the Indebtedness and the satisfaction and reconveyance of the lien of this Deed of Trust and shall not be
affected by Lender's acquisition of any interest in the Property, whether by foreclosure or otherwise.
Nuisance, Waste. Trustor shall not cause,. conduct or permit any nuisance nor commit, permit, or suffer any stripping of or waste on
or to the Property or any portion of the Property. Without limiting the generality of the foregoing, Trustor will not remove, or grant to
any other party the right to remove, any timber, minerals (including oil and gas), coal, clay, scoria, soil, gravel or rock products
without Lender's prior written consent.
Removal of Improvements. Trustor shall not demolish or remove any Improvements from the Real Property without Lender's prior
written consent. As a condition to the removal of any Improvements, Lender may require Trustor to make arrangements satisfactory
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,: __._:...~oQC7Q
i DEED OF TRUST
" ~ ` (Continued) - Page 2
to Lender to replace such Improvements with Improvements of at least equal value.
Lender's Right to Enter. Lender and Lender's agents an,d representatives may enter upon the Real Property at all reasonable times to
attend to Lender's interests and to inspect the Real Property for purposes of Trustor's compliance-with- the-terms and conditions of
this Deed of Trust.
Compliance with Governmental Requirements. Trustor shall promptly comply with all laws, ordinances, and .regulations, now or
hereafter in effect, of all governmental authorifies_,applicable to the use or occupancy of the Property, including without limitation, the
Americans With Disabilities Act. Trustor may contest~in good faith any such law, ordinance, or regulation and withhold compliance
during any proceeding, including appropriate appealSso, loftg a5 Trustor has notified Lender in writing prior to doing so and so long as,
in Lender's sole opinion, Lender's interests in the Property are not jeopardized. Lender may require Trustor to post adequate security
or a surety bond, reasonably satisfactory to Lender; to protect Lender's interest.
Duty to Protect. Trustor agrees neither to abandon or leave .unattended the Property. Trustor shall do all other acts, in addition to
those acts set forth above in this section, which from the character and use of the Property are reasonably necessary to protect and
preserve the Property.
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 upon the sale or transfer, without Lender's prior written consent, of all or any part of the Real Property., or any interest in the
Real Property. A "stile cr 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, deed, installment sale contract, land contract, contract
for deed, leasehold interest with a term greater than three (3) years, lease-option contract, 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 or limited 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 (and 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. _,.,i ,,,
Right to Contest. Trustor may withhold payment of any tax, assessment, or claim in connection with a good faith dispute over. the
obligation to pay, so long as Lender's interest in the~Property is not jeopardized. If a lien arises or is filed as a result of nonpayment,
Trustor shall within fifteen (15) days after the lien arises or, if a lien is filed, within fifteen (15) days after Trustor has notice of the
filing, secure the discharge of the lien, or if requested by Lender, deposit with Lender cash or a sufficient corporate surety bond or
other security satisfactory to Lender in an amount sufficient to discharge the lien plus any costs and attorneys' fees, or other charges
that could accrue as a result of a foreclosure or sale under the lien. In any contest, Trustor shall defend itself and Lender and shall
satisfy any adverse judgment before enforcement against the Property. Trustor shall name Lender as an additional obligee under any
surety bond furnished in the contest proceedings. ,,
Evidence of Payment. Trustor shall upon demand furnish to Lender satisfactory evidence of payment of the taxes or assessments and
shall authorize the appropriate governmental official to deliver to Lender at any time a written statement of the taxes and assessments
against the Property.
Notice of Construction. Trustor shall notify Lender at least fifteen (15) days before any work is commenced, any services are
furnished., or any materials .are supplied to the Property, if any mechanic's lien, materialmen's lien, or other lien could be asserted on
account of :the work, services, or. materials. Trustor will, upon request of Lender furnish to Lender advance assurances satisfactory to
Lender that Trustor can and will pay the cost of such improvements.
PROPERTY DAMAGE INSURANCE. The following provisions relating to 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 oasis 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 not be cancelled or diminished without at least
ten (10) 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, 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.
Application of Proceeds. Trustor shall promptly notify Lender of any loss or damage to the Property. Lender may make proof of loss
if Trustor fails to do so within fifteen (15) days of the casualty. Whether or not Lender's security is impaired, Lender may, at Lender's
election, receive and retain the proceeds of any insurance and apply the proceeds to the reduction of the Indebtedness, payment, of
any lien affecting the Property, or the restoration and repair of the Property. If Lender elects to apply the proceeds to restoration and
repair, Trustor shall repair or replace the damaged or destroyed Improvements in a manner satisfactory to Lender. Lender shall, upon
satisfactory proof of such expenditure, pay or reimburse Trustor from the proceeds for the reasonable cost of repair or restoration if
Trustor is not in default under this Deed of Trust. Any proceeds which have not. been disbursed within 180 days after their receipt
and which Lender has not committed to the repair or restoration of the Property shall be used first to pay any amount owing to Lender
under this Deed of Trust, then to pay accrued interest, acid the remainder, if any, shall.be applied to the principal balance of the
Indebtedness.. If Lender hold^, -ahy proce°do zfter payment in full of the; Indebtedness, su.rh proceeds shall ne,paid tg-;Tr,u.stor as
Trustor's interests may appear.
Trustor's Report on Insurance. Upon request of Lender, however not more than once a year, Trustor shall furnish to Lender a report
on each existing policy of insurance showing: (1). the name of the insurer; (2) the risks insured; (3) the amount of the policy; (4)
the property insured, the then current replacement value of such property, and the manner of determining that value; and (5) the
expiration date of the policy. Trustor shall, upon request of Lender, have an independent appraiser satisfactory to Lender determine
the cash value replacement cost of the Property:
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 (but shall not be obligated to) take any action that Lender deems appropriate, including but not limited to
discharging or paying all taxes, liens, security interests, encurcibrances and other claims, at any time levied or placed 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' ihcurred 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 (A) be payable on demand; (B) be added to the
balance of the Note and be apportioned among and be payable with any installment payments to become due during either (1} the term of
any applicable insurance policy; or (2) the remaining term of the Note; or (C) be treated as a balloon payment which will be due and
payable at the Note's maturity. The Deed of Trust also will secure payment of these amounts. Such right shall be in addition to all other
rights and remedies to which Lender may be entitled upon Default.
OC t7T I
DEED OF TRUST
(Continued)
20080161
Page 3
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: (a) 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 (b) Trustor has the full right,
power, and authority to execute and deliver this Deed of Trus* ~:o Lc,nder.
Defense of Title. Subject to the exception in the paragraph above, Trustor vvarants and will forever defend the title to the Property
against the lawful claims of all persons. In the event any action or proceeding is commenced that questions Trustor's title or the
interest of Trustee or Lender under this Deed of Trust, Trustor shall defend the action at Trustor's expense. Trustor may be the
nominal party in such proceeding, but Lender shall be entitled to participate in the proceeding and to be represented in the proceeding
by counsel of Lender's own choice, and Trustor will deliver, or cause to be delivered, to Lender such instruments as Lender may
request from time to time to permit such participation.
Compliance With Laws. Trustor warrants that the Property and Trustor's use of the Property complies with all existing applicable
laws, ordinances, and regulations of governmental authorities.
Survival of Representations and Warranties. All representations, warranties, and agreements made by Trustor in this Deed of Trust
shall .survive the execution and delivery of this Deed of Trust, shall.be, continuing in nature, and shall-remain in full force and effect
until such time as Trustor's Indebtedness shall be paid in full.
CONDEMNATION. The following provisions relating to condemnation proceedings are a part of this Deed of Trust:
Proceedings. If any proceeding in condemnation is filed, Trustor shall promptly notify Lender in writing, and Trustor shall promptly
take such steps as may be necessary to defend the action and obtain the award. Trustor may be the nominal party in such
proceeding, but Lender shall be entitled to participate in the proceeding and to be represented in the proceeding by counsel of its own
choice, and Trustor will deliver or cause to be delivered to Lender such instruments and documentation as may be requested by
Lender from time to time to permit such participation.
Application of Net Proceeds. If all or any part of the Property is condemned by eminent domain proceedings or by any proceeding or
purchase in lieu of condemnation, Lender may at its election require that all or any portion of the net proceeds of the award be applied
to the Indebtedness or the repair or restoration of the Property. Thy net proceeds of the award shall mean the award after payment of
all reasonable costs, expenses, and attorneys' fees incurred b~~ Trustee or Lender in connection with the condemnation.
IMPOSITION OF TAXES, FEES AND CHARGES BY GOVERNMENTAL AUTHORITIES. The following provisions relating to governmental
taxes, fees and charges are a part of this Deed of Trust:
Current Taxes, Fees and Charges. Upon request by Lender, Trustor shall execute such documents in addition to this Deed of Trust
and take whatever other action is requested by Lender to perfect and continue Lender's lien on the Real Property. Trustor shall
reimburse Lender for all taxes, as described below, together with all expenses incurred in recording, perfecting or continuing this Deed
of Trust, including without limitation all taxes, fees, documentary stamps, and other charges for recording or registering this Deed of
Trust.
Taxes. The following shall constitute taxes to which this section applies: (1) a specific tax upon this type of Deed of Trust or upon
all or any part of the Indebtedness secured by this Deed of Trust; (2) a specific tax on Trustor which Trustor is authorized or
required to deduct from payments on the Indebtedness secured by this type of Deed of Trust; (3) a tax on this type of Deed of Trust
chargeable against the Lender or the holder of the Note; and (4) a specific tax on all or any portion of the Indebtedness or on
payments of principal and interest made by Trustor.
Subsequent Taxes. If any tax to which this section applies is enacted subsequent to the date of this Deed of Trust, this event shall
have thA same effect as an Event of Default, and Lender may exercise any or all of its available remedies for an Event of Default as
provided below unless I rustor either (1 j pays the tax before it becomes delinquent, or (2) contests the tax as provided above in the
Taxes and Liens section and deposits with Lender cash or a sufficient corporate surety bond or other security satisfactory to Lender.
SECURITY AGREEMENT; FINANCING STATEMENTS. The following provisions relating to this Deed of Trust as a security agreement are a
part of this Deed of Trust:
Security Agreement. This instrument shall constitute a Security Agreement to the extent any of the Property constitutes fixtures, and
Lender shall have all of .the rights of a secured party under the Unit~:rm Commercial Code as amended from time to time.
Security Interest. Upon request by Lender, Trustor shall take whatever action is requested by Lender to perfect and continue Lender's
security interest in the Rents and Personal Property. In addition to recordingy 'this Deed of Trust in the real property records, Lender
may, at any time and without further authorization from Trustor, file exe~~rrted counterparts, copies or reproductions of this Deed of
Trust as a financing statement. Trustor shall reimburse Lender for all expenses incurred in perfecting or continuing this security
interest. Upon default, Trustor shall not remove, sever or detach the Personal Property from the Property. Upon default, Trustor shall
assemble any Personal Property not affixed to the Property in a manner and at a place reasonably convenient to Trustor and Lender
and make it available to Lender within three (3) days after receipt of written demand from Lender to the extent permitted by applicable
law. '
Addresses. The mailing .addresses of Trustor (debtor) and Lender (secured party) from which information concerning the security
interest granted by this Deed of Trust may be obtained (each as required by the Uniform Commercial Code) are as stated on the first
page of this Deed of Trust.
FURTHER ASSURANCES; ATTORNEY-IN-FACT. The following provisions relating to further assurances and attorney-in-fact are a part of
this Deed of Trust:
Further Assurances. At any time, and from time to-time, upon request of Lender, Trustor will make, execute. and deliver, or will cause
to be made, executed or delivered, to Lender or 'to Lender's designee, and when requested by Lender, cause to be filed, recorded,
refiled, or rerecorded, as the case may be, at such times and in such offices and pFaces as Lender may deem appropriate, any and all
such mortgages, deeds of trust, security deeds, security agreements, financing statements, oontinuatiom statements, instruments of
further assurance, certificates, and other documents as may, in the sole opinion of Lender, be necessary or desirable in order to
effectuate, complete, perfect, continue, or preserve (1) Trustor's obligations under the-Note, this Deed of Trust, and the Related
Do::umen`s, aild (~) ti,e tieas acid security ~;-~terasts created by this Deed of Trcot as ir:.t a ~.a. N ~- ~ ~7~ on tha Property, whether
now owned or hereafter acquired by Trustor. Unless prohibited by law or Lender agrees to the contrary in vyriting, Trustor shall
reimburse Lender for all costs and expenses incurred in conne~t~on with the matters referred to in this paragraph.
Attorney-in-Fact. If Trustor fails to do any of the things referreu to in the preceding paragraph, Lender may do so for and in the name
of Trustor and at Trustor's expense. For such purposes, Trustor heret,y irre•vo::ably appoints Lender as Trustor's attorney-in-fact for
the purpose of making, executing, delivering, filing, recording, and doing -.~: other things as may be necessary or desirable, in Lender's
sole opinion, to accomplish the matters referred to in the preceding paragraph.
FULL PERFORMANCE. If Trustor pays all the Indebtedness, including without limitation all future advances, when due, and otherwise
performs all the obligations imposed upon Trustor under this Deed of Trust, Lender shall execute and deliver to Trustee a request for full
reconveyance and shall execute and deliver to Trustor suitable statements of termination of any financing statement on file evidencing
Lender's security interest in the Rents and the Personal Property. Any reconveyance fee required by law shall be paid by Trustor, if
permitted. by applicable law.
EVENTS OF DEFAULT. Each of the following, at Lender's option, shall constitute an Event of Default under this Deed of Trust:
Payment Default. Trustor fails to make any payment when due under the Indebtedness.
Other Defaults. Trustor fails to oomply with or to perform any other term, obligation, covenant or condition contained in this Deed of
Trust or in any of the Related Documents or to comply with or to perform any term, obligation, covenant or condition contained in any
other agreement between Lender and Trustor.
Compliance Default. Failure to comply with any other term, obligation, covenant or condition contained in this Deed of Trust, the Note
,~ of 7
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~~ , : ~oo~o~~~
DEED OF TRUST
(Continued) Page 4
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 pre3ent filing of or fo effect discharge of any lien.
Default in Favor of Third Parties. Should Trustor,,default,under any loan, extension of credit, security agreement, purchase or sales
agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Trustor's property or
Trustor's ability to repay the Indebtedness or perform•their respective obligations under this Deed of Trust or any of the Related
Documents.
False Statements. Any warranty, representation or statement made or furnished to Lender by Trustor or on Trusto~'s behalf under this
Deed of Trust or the Related Documents is false or misleading in any material respect, either now or at the time made or furnished or
becomes false or misleading at any time thereafter.
Defective Collateralization. This Deed of Trust or any of the Related Documents ceases to be in full force and effect (including failure
of any collateral document to create a valid and perfected security interest or lien) at any time and for any reason.
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 Trustor's existence as a going business or the death of any member, the
insolvency of Trustor, the appointment of a receiver for any part of Trustor's property, any assignment for the benefit of creditors, any
type of creditor vvorkout, or the dommencement of any pY'ocei3ding under any bankruptcy or insolvehcylaws by or against Trustor.
Creditor, or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whether by judicial proceeding, self-help,
repossession or any other method, by any creditor of Trustor or by any governmental agency against any ,property securing the
Indebtedness. This includes a garnishment of any of Trustor's accounts, including deposit accounts, with Lender. However, this
Event of Default shall not apply if there is a good faith dispute by Trustor as to the validity or reasonableness of the claim which is the
basis of the creditor or forfeiture proceeding and if Trustor gives Lender written notice of the creditor or forfeiture proceeding and
deposits with Lender monies or a surety bond for the creditor or forfeiture proceeding, in an amount determined by Lender, in its sole
discretion, as being an adequate reserve or bond for the dispute.
Breach of Other Agreement. Any breach by Trustor under the terms of any other agreement between Trustor and Lender that is not
remedied within any grace period provided therein, including without limitation any agreement concerning any indebtedness or other
obligation of Trustor to Lender, whether existing r9ow onlater.
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 incompeteht, 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 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.
RIGHTS AND REMEDIES ON DEFAULT. If an Event of Default occurs under this Deed of Trust, at any time thereafter, 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
due and payable without any presentment, demand, protest or notice of any kind. Thereafter, Lender may:
(a) Either in person or by agent;. with or without bringing any action er proceedirig, 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 from 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 th_Q 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;
(b) Commence an action to foreclose this Deed of Trust as a mortgage, appoint a receiver or specifically enforce any of the
covenants hereof; and
(c) 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
(d) 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 eyidence of expenditures made and
secured by this Deed of Trust as Trustee may require.
(a) 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 givers as required by law, sell'the'Property'at`ihe time and plape of sale fined by it .in-such Notice of Sale,
either as a whole, or in separate lots 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.
(b) As may be permitted bylaw, after deducting all costs, fees and expenses of Trustee and of this Trrist, including costs of
evidence of title in connection with sale, Trustee shall apply the proceeds of sale to payment of (i) 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, (ii) all other sums then secured hereby, and (iii) the remainder, if any, to the person or persons .legally
entitled thereto.
(c) 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 Daed 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
~~~
DEED OF TRUST
(Continued) Page 5
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 untitled to enforce this Deed of Trust and any other security now or
hereafter held by Lender or Trustee in such order and manner a~ they or either of them may in their absolute discretion determine. No
remedy conferred upon or reserved to Trustee or Lender, is intended tr. 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 ur 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 Trustoe'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.
Rights of Trustee. Trustee shall have all of the rights and duties of Lender as set forth in this section.
POWERS AND OBLIGATIONS OF TRUSTEE. The following provisions refatinr7 to the powers and obligations of Trustee are part of this
Deed of Trust:
Powers of Trustee. In addition to all powers of Trustee arising as a matter of law, Trustee shall have the power to take the following
actions with respect to the Property upon the written request of Lender and Trustor: (a) join in preparing and filing a map or plat of
the Real Property, including the dedication of streets or other rights to the public; (b) join in granting any easement or creating any
restriction on the Real Property; and (c) join in any subordination or other agreement affecting this Deed of Trust or the interest of
Lender under this Deed of Trust.
Trustee. Trustee shall meet all qualifications required for Trustee under applicable taw. In addition to the rights and remedies set
forth above, with respect to all or any part of the Property, the Trustee shall have the right to foreclose by notice and sale, and Lender
shall have the right to foreclose by judicial foreclosure, in either case in accordance with and to the full extent provided by applicable
law.
Successor Trustee. Lender, at Lender's, option, may from time to time appoint a successor Trustee to any Trustee appointed under
this Deed of Trust by an instrument executed and acknowledged by Lender and recorded in the office of the recorder of ADAMS
County, State of Nebraska. The instrument shall contain, in addition to all other matters required by state law, the names of the
original Lender, Trustee, and Trustor, the book and page (or computer system reference) where this Deed of Trust is recorded, and the
name and address of the successor trustee, and the instrument shall be executed and acknowledged by all the beneficiaries under this
Deed of Trustor their successors in interest. The successor trustee, without conveyance of th'e Property; shall succeed to-ail the title,
power, and duties conferred upon the Trustee in this Deed of Trust and by applicable law. This procedure for substitution of Trustee
shall govern to the exclusion of all other provisions for substitution.
NOTICES. Any notice required to be given under this Deed of T~~:.t, including without limitation any notice of default and any notice of
sale shall be given in writing, and shall be effective when actually delivered, when actually received by telefacsimile (unless otherwise
required by law), when deposited with a nationally recognized overnight courier, or, :t mailed, when deposited in the United States mail, as
first class, certified or registered mail postage prepaid, directed to the addr~~:ses shown near the beginning of this Deed of Trust. All
copies of notices of foreclosure from the holder of any lien which has priority over this Deed of Trust shall be sent to Lender's address, as
shown near the beginning of this Deed of Trust. Any party may change its address for notices under this Deed of Trust by giving formal
written notice to the other parties, specifying that the purpose of the notice is to change the party's address. For notice purposes, Trustor
agrees to keep Lender informed at all times of Trustor's current address. Unless otherwise provided or required by law, if there is more
than one Trustor, any notice given by Lender to any Trustor is deemed to be notice given to all Trustors.
MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Deed of Trust:
Amendments. This Deed of Trust, together with any Related Documents, constitutes the entire understanding and agreement of the
parties as to the matters set forth in this Deed of Trust. No alteration of or amendment to this Deed of Trust shall be effective unless
given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment.
Annual Reports. If the Property is used for purposes other than Trustor's residence, Trustor shall furnish to Lender, upon request, a
certified statement of net operating income received from the Property during Trustor's previous fiscal year in such form and detail as
Lender shall require. "Net operating income" shall mean all cash receipts from the Property less all cash expenditures made in
connection with the operation of the Property.
Caption Headings. Caption headings in this Deed of Trust are for convenience purposes only and are not to be used to interpret or
define the provisions of this Deed of Trust.
Merger. There shall be no merger of the interest or estate created by this Deed of Trust with any other interest or estate in the
Property at any time held by or for the benefit of Lender in any capacity, without the written consent of Lender.
Governing Law. This Deed of Trust wil! he governed. by federal lays applicable to Lender and,_to the extent not preempted by federal
law, the laws of the State of Nebraska without regard to its conflicts ~f 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 submit to the jurisdiction of the courts of Buffalo
County, State of Nebraska.
No Waiver by Lender. Lender shall not be deemed to have waived any rights under this Deed of Trust unless such waiver is given in
writing and signed by Lender. No delay or omission on the part of Lender in exercising any right shall operate as a waiver of such
right or any other right. A waiver by Lender of a provision of this Deed of Trust shall not prejudice or constitute a waiver of Lender's
right otherwise to demand strict compliance with that provision or any other provision of this Deed of Trust. No prior waiver by
Lender, nor any course of dealing between Lender and Trustor, shall constitute a waiver of any of Lehder's rights or of any of
Trustoe's obligations as to any future transactions. Whenever the consent of Lender is required under this Deed of Trust, the granting
of such consent by Lender in any instance shall not constitute continuing consent to subsequent instances where such consent is
required and in all cases'such consent may be granted or withheld in the sole discretion of Lender.
Severability. If a court of competent jurisdiction finds any provision of this Deed of Trust to be illegal, invalid, or unenforceable as to
any circumstance, that finding shall not make the offending provision illegal, invalid, or unenforceable as to any other circumstance. If
feasible, the offending provision shall be considered modified so that it becomes legal, valid and enforceable. If the offending
provision cannot be so modified, it shall be considered deleted from this Deed of Trust. Unless otherwise required by law, the
illegality, invalidity, or unenforceability of any provision of this Deed of Trust shall not affect the legality, validity or enforceability of
any other provision of this Deed of Trust.
Successors and Assigns. Subject to any limitations stated in this Deed of Trust on transfer of Trustor's interest, this Deed of Trust
,5'p f '1
~t _, •• F TRUST 2+OOHO~.6~. .
DEED O
(Continued) Page 6
shall be binding upon and inure to the benefit of the parties, their successors and assigns. If ownership. of the Property becomes
vested in a person other than Trustor, Lender, without notice to Trustor, may deal with Trustor's successors with reference to this
Deed of Trust and the Indebtedness by way of forbearance or extension without releasing Trustor from the obligations of this Deed of
Trust or liability under the Indebtedness.
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 shall have the meanings attributed to such terms in the Uniform Commercial Code:
Beneficiary. The word "Beneficiary" means Platte Valley State Bank & Trust Company, and its successors and assigns.
Borrower. The word "Borrower" means CI PROPERTIES, LLC and includes all co-signers and co-makers signing the Note and all their
successors and assigns.
Deed of Trust. The werds "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.
Default. The word "Default" means the Default set forth in this Deed of Trust in the section titled "Default".
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"), 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.
Hazardous Substances. The words "Hazardous Substances" mean materials that, because of their quantity, concentration or
physical, chemical or infectious characteristics, may cause or pose a present or potential hazard to human health or the environment
when improperly used, treated, stored, disposed of, generated, manufactured, transported or otherwise handled. The words
"Hazardous Substances" are used in their very broadest sense and include without limitation any and all hazardous or toxic
substances, materials or waste as defined by or listed under the Environmental Laws. The term "Hazardous Substances" also
includes, without limitation, petroleum and petroleum by-products or any fraction thereof and asbestos.
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, !ndebtad~~ss includes ;he future ad~~ances set north in the Future P.dvances provision
of this Deed of Trust, together with all interest thereon.
Lender. The word "Lender" means Platte Valley State Bank & Trust Company, its successors and assigns.
Note. The word "Note" means the promissory note dated January 7, 2008, in the original principal amount of $86,021 .21
from Trustor to Lender, together with all renewals of, extensions of, modifications of, refinancings of, consolidations of, and
substitutions for the promissory note or agreement.
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 ward "Trustee" means Platte Valley State Bank & Trust Company, whose address is PO Box .430, Kearney, NE
68848-0430 and any substitute or successor trustees.
Trustor. The word "Trustor" means CI PROPERTIES, LLC.
TRUSTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS DEED OF TRUST, AND TRUSTOR AGREES TO ITS TERMS.
TRUSTOR:
CI PROPERTIES, LLC
By:
STEVEN D CRAIG, ember of CI PR PERTIES, LLC
(~ of `7
~° ~ ~oasa~.si
DEED OF TRUST
(Cointin~ued) Page 7
LIMITED LIABILITY COMPANY ACKNOWLEDGMENT
STATE OF N~~prask~ )
t , Ss
COUNTY OF ~l.P~t~ )
On this ~~Tr t day of ~~CC{~~ICfL~(V~-- 2D Q[L_, before me, the undersigned Notary Public,
personally appeared STEVEN D CRAIG, Member of CI P PERTIES, 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.
By
Notary Public in n r the State of ~~1(Gl~~
Residing at _
My comlmissicn expire ~~
GENERAL NOTARY - State of Nebraska
~ SHELLY L. PARR
My Comm. E>~. Aprii 20, 2008
REQUEST FOR FULL RECONVEYANCE
(To be used only when obligations have been paid in full)
To: ,Trustee
The undersigned is the legal owner and holder of all Indebtedness secured by this Deed of Trust. All sums secured by this Deed of Trust
have been fully paid .and satisfied. You are hereby directed, upon payment to you of any sums owing to you under the terms of this Deed
of Trust or pursuant to any applicable statute, to cancel the Note secured by this Deed of Trust (which is delivered to you together with
this Deed of Trust), and to reconvey, without warranty, to the parties designated by the terms of this Deed of Trust, the estate now held
by you under this Deed of Trust. Please mail the reconveyance and Related Documents to:
Date
LPSE0. PRO-Lentllnp, Var. 6.38.10.001 CoO,~ Harland Financial SOlu\lona, Inc. 199"!; 2009.. LI n ~ih\a F,ca d.. ~ NE~ O'.\CFRLPL\Gp1;FC TR-d1 C9 PR-102
Beneficiary:
By:
Its:
Ct /