Loading...
HomeMy WebLinkAbout923093 ~~~~m;~:;:;::::: i"' ' I""~tl'OO .\~ ..iilf ".- . ......J.:¡::¡:.......:.. ;Ii' "'If :Ì,ltl~ Gõ2é9\ 00003~ ~ RECORDATION REQUESTED BY: Weill! Fa'l O Bank, NlltiolUll Auocilltion Idaho Fall. Buine.. Banking Center 320 . A· Street MAC #U1701.o20 Idaho faile. ID B3402 RECEIVED 10/512006 at 11 :28 AM RECEIVING # 923093 BOOK: 636 PAGE: 30 JEANNE WAGNER LINCOLN COUNTY CLERK, KEMMERER, WY WHEN RECORDED MAIL TO: Weill! Fa'l O Bank. NlltiolUll Auoclation BBG- Bo.e Loan Dperatione Center. MAC 'U1851.o15 3033 Elder Street 80. e. ID B3705 SPACE ABOVE THIS LINE IS FOR RECORDER'S USE ONLY 11111111111111111111 200071792575900490 MORTGAGE THIS MORTGAGE dated September 25, 2006, Is made and executed between Willow Creek Estates LLC. an Idaho limited liability company, whose address is 3753 County Una Road. ID Falls, ID 83402 (referred to below as "Grantor") and Wells Fargo Bank, National Association, whose address is 320 "A" Street, MAC #U1701-02O, Idaho Falls, ID 83402 (r.ferred to below as "Lender"), GRANT OF MORTGAGE. For valuable _Ideration, Grantor mDrq llg.. and conveys to Lender all of Grantor's right, titte, and inter8llt in end to the following described real property. together with aH existing or .ubøequently eractad or affixed buildings. improvements and fixtures; all easements, rights of way, and appurtenances; all watar, weter rights, wetercourse. and ditch rights (including stock in utilities with ditch or irrigation rightsl; and all other riijhts. royaltie.. and profits reletin9 to the real property. including without limitation all minerals. oil, gas. geothermal and similar matter.. (the "Real PrOperty") located in Uncoln County, State of Wyoming: See Exhibit "A", which Is attached to this Mortgage and made a part of this Mortgage as If fully set forth herein. The Real Property or Its address Is convnonly known as A portion of the N 1/2, SW 1/4, NW 1/4, of Section 11, Thayne, WY 83127. The Real Property tax Identification number is 33181010025100. CROSS-COLLATERALlZATION. In addition to the Note, this Mortgage secures all obligations. debts and fi abilities , plus intere.t thereon. of Grantor to lender, or anyone or more of them, a. well as all claima by lender against Grantor or anyone or more of them. whether now existing or hereafter arising. whether relatad or unrelated to the purpose of the Note, whether wluntary or otherwise. whether due or not due. direct or indirect, determined or undetermined. absolute or contingent. liquidated or unliquidated, whether Grantor may be liable individually or jointly with other., whether obligated as guarantor, aurety. accommodation party or otherwise. and whether recovery upon .uch amounts may be or hereafter may become barred by any ststute of limitations. and whether the obligation to repay such amounts may be or hereafter may become otherwise unenforceable. Grantor presently assigns to lender aH of Grantor's right. title, and inter8llt in and to all present and future lease. of the Property and all Rents from the Property. In addition, Grantor grants to Lender a Uniform Commercial Code .ecurity interest in the Personal Property and Rents. THIS MORTGAGE. INCLUDING THE ASSIGNMENT OF RENTS AND THE SECURITY INTEREST IN THE RENTS AND PERSONAL PROPERTY, IS GIVEN TO SECURE (A) PAYMENT OF THE INDEBTEDNESS Alii) (8) PERFORMANCE OF ANY AM) ALL OBLIGATIONS UNDER THE NOTE. THE RELATED DOCUMENTS, AND THIS MORTGAGE. THIS MORTGAGE IS GIVEN AND ACCEPTED ON THE FOLLOWING TERMS: PAYMENT AND PERFORMANCE. Except as otherwise provided in this Mortgage, Grantor ahall pay to lender all amounts secured by this Mortgage as they become due and .hall strictly perform all of Grantor'. obligations under this Mortgage. POSSESSION AND MAINTENANCE OF THE PROPERTY. Grantor agree. that Grantor'. pos.es.ion and use of the Property shall be governed by the following provi.ions: POI....ion and Use. Until the occurrence of an Event of Default. Grantor may (1) remain in pos.e.sion and control of the Property; (21 use, operate or manage the Property; and (31 collect the Rents from the Property. Duty to Maintain. Grantor .hall maintain the Property in tanantablll condition and promptly perform all repairs, replacements. and maintenance necessary to pr8llerve its value. Compliance With Environmental Law.. Grantor repre.ents and warrants to lender that: (1) During the period of Grantor's ownership of the Property. there has been no use. generation. manufacture, .torage, treatment. di.posal, release or threatened release of any Hazardous Substance by IIny per.on on, under. about or from the Property; (21 Grantor ha. no knowledge of. or reason to believe that there has been. except as previously disclosed to and acknowledged by Lender in writing. (al any breach or violation of any Environmental Laws, (bl any use, generation, m.nufacture. .torage, treatment, dispo..I. relea.e or threatened release of any Hazardous Substance on. under, about or from the Property by any prior ownerll or occupants of the Property. or Icl IIny actual or threataned litigation or claim. of any kind by any per.on relating to .uch mattsr.; and (31 Except as previously di.clo.ed to and acknowledged by lender in writing. (al neither Grantor nor any tenant. contractor. agent or other authorized user of the Property .haH use. gener.te, manufacture, store, treat, dispose of or release any Hazardous Substance on, under, about or from the Property; end (bl any such activity shall be conducted in compliance 00003~.. .JJ9Z.3093 Loan No: NEW MORTGAGE (Continued) Page 2 with all applicable federal. state, and local laws. regulations IInd ordinances, including without limitation 1111 Environmentlllløws. Grantor lIuthorizes lander and its agenta to enter upon the Property to make such inspections and tests. lit Grantor's expense, es lander mllY deem IIppropriate to determine compliance of the Property with this section of the Mortgage. Any inspections or tests mllde by lender shall be for lander's purposes only IInd shall not be construed to crellte IIny responllibility or lillbility on the pllrt of lander to Grllntor or to any other person. The representations and warranties contained herein are based on GrllnlOr's due diligence in investigating the Property for Hllzardous Substllnces. GranlOr hereby 111 releases IInd waives IIny future claims against lender for indemnity or contribution in the event Grantor becomes lillble for cleanup or other costs under IIny such laws; IInd (21 IIgrees 10 indemnify, defend. IInd hold harmless lander againet IIny and 1111 claims, Ioss.s, liabilities, damages. penlllties. and expenses which Lender may directly or indirecdy sustsin or suffer resulting from a breech of this section of the Mortgage or as a coneequence of any use. generation, manufacture, storage, disposal. relellse or threatened relellse occurring prior to GranlOr's ownership or interest in the Property, whether or not the same W8& or should have been known to Grllntor. The provisions of this section of the Mortgage. including the obligation to indemnify and defend, shall survive the pllyment of the Indebtedness and the slltisfllction and reconveyance of the lien of this Mortgage and shall not be IIffected by lender's ecquisition of any interest in the Property, whether by foreclosure or otherwise. Nuisance. Wate. Grantor shall not cause. conduct or permit any nuisance nor commit. permit. or suffer any stripping of or weste on or to the Property or IIny portion of the Property. Without limiting the generlllity of the foregoing. Grantor will not remove, or grant to IIny other Pllrty the right to remove. IIny timber, minerllls including oil and g8&l. coal, clay. scoria, soil. grllvel or rock products without Lender's prior written consent. Removal of Improvements. Grantor shaH not demolish or remove any Improvements from the Rea' Property without Lender's prior written consent. As II condition to the removal of eny Improvements, Lender may require Grantor to mllke arrangements satisfactory to lander to replace such Improvements with Improvements of at leest equal value. Lender's R'¡ght to Enter. lander IInd lander's agenta IInd representlltives mllY enter upon the Relll Property at all rellsonable times to IIttend to lander's intarests and to inspect the Real Property for purposes of Grantor's complillnce with the terms and conditions of this Mortgage. Compliance with Governmental Requirements. Grantor shaH prompdy comply with all laws. ordinances, and regulations. now or hereafter in effect. of all governmental lIuthorities IIpplicable to the use or occuPllncy of the Property, including without limitation, the Americans With Disabilities Act. Grantor mllY contest in good faith any such law, ordinance, or regulation and withhold compliance during IIny proceeding, including appropriate appeals. so long as Grantor has notified lander in writing prior to doing so IInd so long as. in lender's sole opinion. lender's interests in the Property are not jeopardized. lender mllY require Grantor to post lldequate security or a surety bond. reasonably satisfectory to lender. to protect lender's interest. Duty to Protect. Grantor agrees neither to abllndon or leave unattended the Property. Grantor shall do 1111 other ects, in addition to those IIcts set forth above in this section. which from the charecter and use of the Property lire reasonably nece..ary to protect and preserve the Property. DUE ON SALE - CONSENT BY LENDER. lender may. lit lender's option, declare immediately due and payable all sums secured by this Mortgage upon the IllIe or trllnsfer, without lender's prior written consent, of 1111 or any part of the Real Property. or any interest in the Real Property. A ·Sale or transfer· mellns the conveyance of Real Property or any right title or interest in the Relll Property; whether legal, beneficial or equitable; whether voluntary or involuntary; whether by outright 1ll1a. deed, installment sale contrect, land contrect, contrect for deed, leasehold interest with a term greater than three (31 years, leese-option contrect, or by sale, assignment, or transfer of IIny beneficial interest in or to eny 'and trust holding title to the Relll Property, or by IIny other method of conveyance of an interest in the Real Property. If any Grantor is a corporation, pllrtnership or limited lillbility company, transfer alllo includes any change in ownership of more thlln twenty-five percent (25%1 of the voting stock, partnership interests or limited liability company interests. lIS the Cllse may be. of such GrllnlOr. However, this option shall not be exercised by lender if such exercise is prohibited by federal law or by Wyoming law. TAXES AND LIENS. The ¡ollowing provisions relllting to the taxes end liens on the Property are part of this Mortgage: Payment. Grantor shall pay when due land in aU events prior to delinquencyl 1111 texes, payroll taxes, special taxeS. IISsessmenta, wllter chargee and sewer service charges levied against or on BCCount of the Property, and shall pay when due all claims for work done on or for services rendered or material furnished 10 th. Property. Grantor shell maintain the Property free of IIny liene having priority over or equal to the interest of lender under this Mortgage. except for those liens specificlllly agreed to in writing by lender. and except for the lien of taxes IInd essessments not due as further specified in the Right to Contest peragraph. R'¡ght to Contest. Grantor mlly withhold payment of IIny tllX. assessment. or claim in connection with a good fllith 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.. II result of nonpayment, Grllntor shall within fifteen (151 days after the lien arises or. if a lien is filed, within fifteen 1151 days lifter Grantor has notice of the filing, secure the discharge of the lien, or if requested by lender, deposit with Lender cllsh or a sufficient corporate surety bond or other security satisfectory to Lender in an amount sufficient to discharge the lien plus any costs and IIttorneys' fees, or other charges thllt could accrue lIS II result of a foreclosure or sll'e under the lien. In any con18st, GrenlOr shaU defend itself and lender and shllll SBtisfy IIny IIdverse judgment before enforcement agllinst the Property. Grantor shall nllme lender lIS en additional obligee under any surety bond furnished in the contest proceedings. Evidence of Paymllllt. Grantor shan upon demand furnish to lender llltisfactory evidence of payment of the taxes or IISsessments end sheU authorize the appropriate governmental official to deliver 10 Lender at any time a written statement of the taxes and ..sellsmenta againet the Property. Notice of Construction. Gran1Dr sheR notify Lender at le8lt fifteen 1151 days before IIny work is commenced. eny services are furnished. or any materials are supplied to the Property, if any mechanic's lien, materilllmen's lien, or other lien could be IISserted on account of the work. services. or materials. Grentor win upon request of lender furnish to lender advance _surances satisfactory to lender that Grantor can IInd will pay the cost of such improvements. PROPERTY DAMAGE INSURANCE. The following provisions relating to insuring the Property are a part of this Mortgage: Maintenance of Insu...nce. Grantor shell procure and maintain policies of fire insurance with standard extended coverage endorsemenlll on II replacement bllSis for the full insurable velue covering ell Improvements on the Real Property in an amount suffICient to avoid IIpplication of eny coineurance clause, and with e stendard mortgagee cleuse in favor of Lender.' Grantor shall also procure end maintain comprehensive general Hability ineurance in such coverage amounts as Lender may request with lender being named _ additional ineureds in such liability ineurance policies. Additionany, Grantor shall maintain such other ineurance. including but not limited to huard. business interruption and boiler ineurance as lender mey require. Policies shllll be written by such insurance compenies end in such form lIS may be {]~~~~~~~~~i!~~ - ::~::::::i~':':·;: ~:':': :I:" "'i""" Loan No: NEW MORTGAGE (Continued) :'0003~ .J)9~30S3 Page 3 reasonably accaptable to Lender. Grantor shall deliver to Lender certificates of coveraga from each insurar containing a stipulation that coverage will not be cancelled or diminished without a minimum of thirty 1301 days' prior written notica to Lender and not containing any disclaimer of the insurer's liability for failure to give such notice. Each insurance policy also shall include an endorsement providing that coverage in fawr of lender will not be impaired in any way by any act, omission or default of Grantor or any other person. Should the Real Property be located in en area designeted by the Director of the Federal Emergency Management Agency as a special flood hazard area, Grantor agrees to obtain and maintain Federal Rood Insurance, if available, within 45 days aher notice is given by Lender that the Property is located in a special flood hazard area, for the full unpaid principel balance of the loan and any prior liens on the property sécuring the loan, up to the meximum policy limits set under the National Flood Insurance Program, or as otherwise required by Lender, and to maintsin such insurance for the term of the loan. ApprlCation of Proceeds. Grantor shall promptly notify Lender of any loss or damage to the Property. lender may make proof of loss if Grantor fails to do so within fiheen 1151 days of the casualty. Whether or not lender's security is impaired. Lender may, at Lender's election, receive and retsin the proceeds of any insurance and apply the proceeds to the reduction of the lÍ1debtedness, 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, Grantor shall repair or replace the damaged or destroyed Improvements in a manner satisfactory to Lender. lender shall, upon satisfactory proof of such expenditure. payor reimburse Grantor from the proceeds for the reasonable cost of repair or restoration if Grantor is not in default under this Mortgage. Any proceeds which have not been disbursed within 180 days aher 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 Mortgage. then to pay accrued interest, and the remainder, if any, shall be applied to the principal balance of the Indebtedness. If lender holds any proceeds aher payment in full of the Indebtedness, such proceeds shall be paid to Grantor as Grantor's interests may appear. Grantor'a Raport on Inaurance. Upon requeat of Lender. howevar not more than once a year. Grantor shall furnish to lender a report on each existing policy of inaurance showing: 111 the name of the insurar; 121 the risks insured; 131 the amount of the policy; (41 the property insured, the then current replacement value of such property, and the manner of determining that value; and 151 the expiration date of the policy. Grantor shall. upon raquest of Lender, have an independent appraisar 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 Grantor fails to comply with any provision of this Mortgage or any Related Documents. including but not limited to Grantor's failure to discharge or pay when due any amounts Grantor is required to discharge or pay under this Mortgage or any Related Documents, lender on Grentor's behalf may lbut shall not be obligated tol take any action that Lender deems appropriate, including but not limited to discharging or paying all taxes, liens. security interests, encumbrences 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 incurred or paid by lender to the data of repayment by Grantor. AU such expenses will become a part of the Indebtlldness and, at lender's option. will IAI be payable on demand; IBI be added to the balanca of the Note and be apportioned among and be payable with any installment payments to become due during either (11 the term of any applicable insurance policy; or 121 the remaining term of the Note; or ICI be treated as a balloon payment which will be due and payable at the Note's maturity. The Mortgage 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. WARRANTY; DEFENSE OF TITLE. The following provisions relating to ownership of the Property are a part of this Mortgage: Title. Grantor warran1s that: lal Grantor 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 fawr of, and accepted by. lender in connection with this Mortgage, and Ibl Grantor has the full right, power, and authority to execute and deliver this Mortgage to Lender. Defense of Title. Subject to the exception in the paragraph above, Grantor warrants 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 Grantor's title or the intarest of Lender under this Mortgage. Grantor shall defend the action at Grantor's expense. Grantor may be the nominal party in such proceeding. but Lender shall be entitled to participata in the proceeding and to be rapresented in the proceeding by counsel of Lender's own choice. snd Grsntor 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 lawI. Grantor warrants that the Property and Grantor's use of the Property complies with all axisting applicsble laws, ordinances, and regulations of governmental authorities. Survival of Reprelentatlonl and Warrantiel. All representations, warranties. and agreements made by Grantor in this Mortgage shsll survive the execution and delivery of this Mortgage. shall be continuing in nature, and shall remain in full force and effect until such time as Grantor's Indebtedness shall be paid in full. CONDEMNATION. The following provisions relating to condemnation proceedings are a part of this Mortgage: Proceedlngl. If any proceeding in condemnation ÍI filed, Grantor shall promptly notify Lender in writing. and Grantor shall promptly take such steps ss may be necessary to defend the action and obtain the award. Grantor 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 Grantor 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 Proceed.. If all or any part of the Property is condemned by eminent domain proceedingl 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 IIward be applied to the Indebtedness or the repair or restoration of the Property. The net proceeds of the award shall melln the award aher payment of all reasonsble costa, expenses. and attorneys' fees incurred by 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 Mortgage: Current Taxa, Fees and Cha'1lel. Upon requelt by lender. Grantor shall execute such documents in addition to this Mortgage and take whatever other action is requested by Lender to perfect and continue Lender's lien on the Real Property. Grantor shall reimburse Lender for all taxes. as described below. together with all expenses incurred in recording. perfecting or continuing this Mortgage. including without limitation all taxes, fees, documentary stamps, and other charges for recording or ragistering this Mortgage. Loan No: NEW MORTGAGE (Continued) :000033 ¡J)9~3093 Page 4 Taxes. The following shsH constitute taxes to which this section applies: (11 a specific tax upon this type of Mortgalle or upon aU or any part of the Indebtedness secured by this Mortgage; (2) a specifIC tax on Grantor which Grantor is authorized or required to deduct from payments on the Indebtedness secured by this type of Mortgage; (31 a tax on this type of Mortgage chargeable against the Lender or the holder of the Note; and (4) a specific tax on all or any portion of the Indebtednesa or on paymenta of principal and interest made by Gr antor . Subsequent Taxes. If any tax to which this section applies is enllCted subsequent to the date of this Mortgage, this event shl\lI have the same effect as an Event of Default, and Lender may exercise any or all of ita available remediea for an Event of Default as provided below unless Grantor either (11 pays the tax before it becomes delinquent, or (2) contests the tax as provided above in the Taxes and Liens section and deposita with Lender caah or a sufficient corporate surety bond or other security satisfllCtory to Lender. SECURITY AGREEMENT; FINANCING STATEMENTS. The following provisions relating to this Mortgage aa a security agreement are a part of this Mortg age: Security Agreement. This instrument shall constitute a Security Agreement to the extent any of the Property constitutas fixtures, and Lender shall have all of the righta of a secured party under the Uniform Commercial Code as amended from time to time. Security Interest. Upon request by Lender, Grantor 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 recording this Mortllage in the real property records, Lender may, at any time and without further authorization from Grantor, file executed counterparta, copiea or reproductions of this Mortgage as a financing statement. Grantor shall reimburse Lender for aU expenses incurred in perfecting or continuing this security interest. Upon default, Grantor shall not remove, sever or detsch the Personal Property from the Property. Upon default, Grantor shall assemble any Personal Property not affixed to the Property in a manner and at a place reasonably convenient to Grantor 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. Address.. The mailinll addresses of Grantor (debtor) and Lender (secured party) from which information concerning the security interest granted by this Mortgage may be obtained ¡each as required by the Uniform Commercia' Code) are as stated on the first page of this Mortllage. FURTHER ASSURANCES; ATTORNEY-IN-FACT. The following provisions relating to further assurances and attorney-in-fact are a part of this Mortllage: Further Assurances. At any time, and from time to time, upon request of Lender, Grantor 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, lIS the case may be, at such times and in such offices and places.. Lender may deem appropriate, any and all such mortgages, deeds of trust, aecurity deeds, security agreements, financing statements, continuation statements, instruments of further assurance, certificates, and other documents as msy. in the sole opinion of Lender. be necessary or desirable in order to effectuate, complete, perfect, continue, or preserve (11 Grantor's obligations under the Note, this Mortgage, and the Related Documents. and (2) the liens and security interests created by this Mortllage as first and prior liens on the Property, whether now owned or hereafter IICquired by Grantor. Unless prohibited by law or Lender agrees to the contrary in writing. Grantor shall reimburse Lender for all costs and expenses incurred in connection with the matters referred to in this paragraph. Attorney-in-Fact. If Grantor fails to do any of the things referred to in the preceding paragraph. Lender may do so for and in the name of Grantor and at Grantor's expense. For such purposes, Grantor hereby irrevocably appoints Lander as Grantor's attorney-in-fact for the purpose of making, executing, delivering, filing, recording, and doing all other things as may be necessary or desirable, in Lender's sole opinion, to accomplish the mat1ørs referred to in the preceding paragraph. FUU PERFORMANCE. If Grantor pays all the Indebtadness when due, and otherwise performs all the obligations imposed upon Grantor under this Mortgage, Lender shall execute and deliver to Grantor a suitable satisfllCtion of this Mortgage and suitable stataments of termination of aný financing statement on file evidencing Lender's security interest in the Rents and the Personal Property. Grantor will pay, if permitted by applicable law, any reasonable termination fee as determined by Lender from time to time. EVENTS OF DEFAULT. Each of the following, at lender's option, shall constitute an Event of Default under this Mortgage: Payment Default. Grantor fails to make any payment when due under the Indebtedness. Default on Other Payments. Failure of Grantor within the time required by this Mortgage to make any payment for taxes or insurance, or any other payment necessary to prevent filing of or to effect discharge of any lien. Other Defaulta. Grantor fails to comply with or to perform any other term, obligation. covenant or condition contained in this Mortgage 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 Grantor. Default in Favor of Third Parties. Should Grantor default under any loan, extension of credit, security agreemant, purchase or sales agreement, or any other agreement, in favor of any other creditor or person that may materially affect any of Grantor's property or Grantor's ability to repay the Indebtedness or Grantor's ability to perform Grantor's obligations under this Mortgage or any related document. False Statements. Any warranty, representation or statement made or furnished to Lender by Grantor or on Grantor's behalf under this Mortgage 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 eollateflllzatlon. This Mortgage or any of the Related Documents ceases to be in fuU 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 Grantor's ¡regardless of whether election to continue is made), any member withdraws from the limited liability company, or any other termination of Grantor's existence as a going business or the death of any member, the insolvency of Grantor, the appointment of a receiver for any part of Grantor's property, any assignment for the benefit of creditors, any type of creditor workout, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Grantor. 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 Grantor or by any governmental agency against any property securing the Indebtedness. This includes a garnishment of any of Grantor's accounts, including deposit accounts, with Lender. However, this Event of ~j J~~~~~~r~~¡m~ .~: !~~;m:~:~:~~~~; :~ 000034: ;)°'':)'....10<::. c· o,' 'J-"'~ ~,;j Loan No: NEW MORTGAGE (Continued) PageS Default shall not apply if there is a good faith dispute by Grantor as to the validity or reasonableness of the claim which is the basis of the creditor or forfeiture proceeding and if Grantor gives lender written notice of the creditor or forfeiture proceeding and deposits with Lender monies or e 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. Br..ch of Other Agraement. Any breach by Grantor under the terms of any other agreement between Grantor and Lender that is not remedied within any grace period provided therein, including without limitation any agreement concerning any indebtednesp or other obligation of Grantor to Lender, whether existing now or later. Events AffectinG Guarantor. Any of the preceding events occurs with respect to any Guarantor of any of the Indebtedness or any Guarantor dies or becomes incompetent. or revokes or disputes the validity of, or liability under. any Guaranty of the Indebtedness. Adverse Chan"e. A material adverse change occurs in Grantor'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. Upon the occurrence of an Event of Default and at any time thereafter. Lender. at lender's option, may exercise anyone or more of the following rights and remedies. in addition to any other rights or remedies provided by law: Accelerate Indebtedn.... lender shall have the right at its option without notice to Grantor to declare the entire Indebtedness immediately due and payable. including any prepayment penalty which Grantor would be required to pay. UCC Remedin. 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 Uniform Commercial Co~. Collect Rents. Lender shall have the right, without notice to Grantor. to take possession of the Property. including during the pendency of foreclosure. whether judicisl or non-judicial. and collect the Rents. including smounts past due and unpsid, snd spply the net proceeds. over and sbove Lender's costs. against the Indebtedness. In furthersnce of this right. Lender may require any tenant or other uaer of the Property to make payments of rent or use fees directly to Lender. If the Rents are collected by Lender. then Grantor irrevocably designates Lender as Grantor's attorney-in-fact to endorse instruments received in payment thereof in the name of Grantor and to negotiate the same and collect the proceeds. Payments by tenants or other users to lender in response to Lender's demand shaH satisfy the obligations for which the payments are made. whether or not any proper grounds for the demand existed. lender may exercise its rights under this subparagraph either in person. by agent. or through a receiver. Appoint Receiver. Lender shall have the right to have a receiver appointed to take possession of all or any part of the Property. with the power to protect and preserve the Property. to operate the Property preceding foreclosure or sale. and to coHect the Rents from the Property and apply the proceeds. over and above the cost of the receivership, against the Indebtedness. The receiver may serve without bond if permit1ød by law. Lender's right to the appointment of a receiver shall exist whether or not the apparent value of the Property exceeds the Indebtedness by a substantial amount. Employment by Lender shall not disqualify a person from serving as a receiver. Judiciel Foreclosure. Lender may obtain a judicial decree foreclosing Grantor's interest in all or any part of the Property. Nonjudicial Sale. Lender may foreclose Grantor's interest in all or in any part of the Property by non-judicial sale, and specifically by ·power of sale· or . advertisement and sale· foreclosure as provided by statute. Deficiency Judgment. If permitted by applicable law. Lender may obtain a judgment for any deficiency remaining in the Indebtedness due to Lender after applicetion of all amounts received from the exercise of the rights provided in this section. Tenancy at Suffer.nFe. If Grantor remains in possession of the Property after the Property is sold as provided above or Lender otherwise becomes entitled to possession of the Property upon default of Grantor. Grantor shall become s tenant at suffersnce of lender or the purchaser of the Property and shall. at lender's option. either 11) pay a reasonable rental for the use of the Property. or (2) vacate the Property immediately upon the demand of lender. Other Remedi... lender shall have all other rights and remedies provided in this Mortgage or the Note or ava~able at law or in equity. Sale of the Property. To the extent permitted by applicable law, Grantor hereby waives any and all right to have the Property marshalled. In exercising its rights and remedies. Lender shall be free to sell all or any part of the Property together or separately. in one sale or by separate sales. Lender shall be entitled to bid at sny public sale on all or any portion of the Property. Notice of Sale. Lender shall give Grantor reasonable notice of the time and place of any public sale of the Personal Property or of the time after which any private sale or other intended disposition of the Personal Property is to be made. Reasonable notice shall mean notice given at least ten 11 OJ days before the time of the sale or disposition. Any sale of the Personal Property may be made in conjunction with any sale of the Real Property. Election of Remedies. 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 Grantor under this Mortgage. after Grantor's failure to perform. shall not affect Lender's right to declare a default and exercise its ramedies. Nothing under this Mortgage or otherwise shall be construed so as to limit or restrict the rights and remedies available to Lender following an Event of Default. or in any way to limit or restrict the rights and ability of lender to proceed directly against Grantor and/or against any other co-maker. guarantor. surety or endorser and/or to proceed against any other collateral directly or indirectly securing the Indebtedness. Attornep' Fees; Expenses. If Lender institutes any suit or action to enforce any of the terms of this Mortgage, lender shall be entitled to recover such sum as the court may adjudge reasonable as attornep' 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 pert of the Indebtedness payable on demand and shaH 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 aný 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, snd sppraisal fees and title insuranca, to the extent permitted by applicable law. Grantor also will pay any court costs, in addition to all other sums provided by law. NOTICES. Any notice required to be given under this Mortgage, including without limitation any notice of default and any notice of sale shall be ." Loan No: NEW MORTGAGE (Continued) OOooac; ,392309:1 4, Page 6 given in writing, and shall be effective when actually delivered, when actually received by telefacsimile lunless otherwise required by law). when deposited with a nationally recognized overnight courier. or, if mailed, when deposited in the United States mail. as first class, certifllld or registered meil postlllle prepaid. diracted to the addresses shown near the beginning of this Mortgage. All copies of notices of foreclosure from the holder of any lien which has priority over this Mortgege shall be sent to lender's address. as shown near the beginning of this Mortgage. Any party may change its address for notic88 under this Mortgege 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, Grantor egrees to keep lender informed at all times oj Grantor's current address. Unless otherwise provided or required by law, if there is more than one Grantor. any notice given by lender to any Grantor is deemed to be notice given to all Grantors. FURTHER ASSURANCES. The parties hereto IIIIree to do aU things deemed necessary by lender in order to fully document the loan evidenced by this Note and any related agreements. and will fully cooperate concerning the execution and delivery of security agreements, stock powers. instructions and/or other documents pertaining to any collateral intended to secure the Indebtedness. The undersigned egree to assist in the cure of any defects in the execution, delivery or substence of the Note and related egreements, and in the creation and perfection of any liens. security interests or other collateral rights securing the Note. CONSENT TO SELL lOAN. The parties hereto egree: lal lender may sell or transfer all or part of this loan to one or more purchasers, whether related or unrelated to lender; Ibllender may provide to any purchaser. or potential purchaser, any information or knowledge lender may have about the parties or about any other mat1Br relating to this loan obligation, and the parties waive any rights to privacy it may have with respect to such matters; Icl the purchaser of a loan will be considered ilS absolute owner and will have all the rig hIS granted under the loan documents or agreements governing the sale of the loan; and Idl the purchaser of a loan may enforce its interests irrespective of any claims or defenses that the parties may have against lender. FACSIMILE AND COUNTERPART. This document may be signed in any number of separate copies. each of which shall be effective as an original, but all of which taken together shall constitute a single document. An electronic transmission or other facsimile of this document or any related document shall be deemed an original and shall be admissible as evidence of the document and the signer's execution. ARBITRATION AGREEMENT. Arbitration· Binding Arbitration. lender and each party to this agreement hereby agree, upon demand by any party. to submit any Dispute to binding arbitration in accordance with the terlTlll of this Arbitration Program. A ·Dispute· shaU include any dispute. clsim or controverwy of any kind, whether in contract or in tort. Legal or equitable. now existing or hereafter arising, relating in any way to this Agreement or any related egreement incorporating this Arbitration Program (the . Documents· I, or any past, present, or future loans, transactions, contracts, agreements. relationships. incidents or injuries of any kind whatsoever relating to or involving Business Banking, Regional Banking, or any successor group or department of lender. DISPUTES SUBMITTED TO ARBITRATION ARE NOT RESOLVED IN COURT BY A JUDGE OR JURY. Governing Rulas. Any arbitration proceeding will iiI be governed by the Federal Arbitration Act (Title 9 of the United States Codel. notwithstanding any conflicting choice of law provision in any of the documents between the parties; and liil be conducted by the AM IAmerican Arbitration Associationl. or such other administrator as the parties shall mutually agree upon, in accordanca with the AM's commercial dispute resolution procedures. unless the claim or counterclaim is at least $1.000,000.00 exclusive of claimed interest. arbitration fees end costs in which case the .rbitration shall be conducted in accordance with the AAA's optional procedures for large, complex commercial disputes It he commercial dispute resolution procedures or the optional procedures for large, complex commercial disputes to be referred to, as applicable, as the ·Rules·l. If there is any inconsistency between the terlTlll hereof and the Rules. the terlTlll and procedures set forth herein shall control. Arbitration proceedings hereunder shall be conducted at a location mutually agreeable to the parties, or if they cannot agree. then .t a location selected by the AM in the state of the applicable substantive law primarily governing the CrediL Any party who fails or rafuses to submit to arbitration following a demand by any other party ahall bear all costs and expena88 incurred by such other party in compeUing arbitration of any Dispute. Arbitration may be demanded at any time, and may be compelled by summary proceedings in Court. The institution and maintenance of an action for judicial relief or pursuit of a provisional or ancillary remedy shall not constitute a waiver of the right of any party. including the plaintiff. to submit the controversy or claim to arbitration if any other party contests such action for judicial relief. The arbitrator shall award all costs and expenses of the arbitration proceeding. Nothing contained herein shall be deemed to be a waiver by any party that is a Bank of the protectiona afforded to it under 12 U.S.C. °91 or any similar applicable state law. No Waiver of Provialonal Remedies. Self-Help and Foreclosure. The arbitration requirement does not limit the,right of any party to IiI foreclose against raal or personal property collateral; liil exercise self-help remedies relating to coUateral or proceeds of collateral such as setoff or repoaaession; or liiil obtain provisional or ancillary remedies such as replevin. injunctive relief, attachment or the appointment of a receiver, before during or after the pendency of any arbitration proceeding. This exclusion does not constitute a waiver of the right or obligation of any party to submit any Dispute to arbitration or reference hereunder. including those arising from the exercise of the actions detailed in sections iii, Iii) and liiil of this paragraph. Arbitrator auaHf1catlona and Powers. Any arbitration proceeding in which the amount in controversy is $5,000.000.00 or less will be decided by a single arbitrator selected according to the Rules. and who shall not render an award of greater than $5,000.000.00. Any Dispute in which the amount in controversy exceeds $5,000.000.00 shan be decided by majority vote of a panel of three arbitrators; provided however, that all three arbitrators must actively participate in aU hearings and deliberations. Every arbitrator must be a practicing attorney or a retired member of the state or federal judiciary, in either case with a minimum of ten years experience in the substantive law applicable to the subject mat1Br of the Dispute. The arbitrator win determine whether or not an isaue is arbitratable and win give effact to the statutes of limitation in determining any claim. In any arbitration proceeding the arbitrator will decide Iby documants only or with a hearing at the arbitrator's discretionl any pre-hearing motions which are similar to motions to dismiss for failure to state a claim or motions for summary adjudication. The arbitrator shall resolve aU Disputes in eccordance with the applicable substantive law snd may grant any remedy or relief that a court of such state could order or grant within the scope hereof and such ancillary relief as is necessary to make effective any award. The arbitrator shall also have the power to award recovery of all coslS and feea. to impose sanctions and to take auch other action as the arbitrator deems necessary to the same extent a judge could pursuant to the Federal Rules of Civil Procedure, the applicable State Rules of Civil Procadure, or other applicable law. Judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction. Diacovery. In any arbitration proceeding discovery will be permitted in accordance with the Rules. All discovary shall be expressly limited to matters directly relevant to the Disputa being arbitrated and must be completed no later than 20 days before the hearing date and within 180 days of the filing of the Dispute with the AM. Any raquests for an extension of the discovery perioclll, or any discovery disputes. will be subject to final determination by the arbitrator upon a showing that the request for discovery is essential for the party's presentation and that no alternative meana for obtaining information is available. Miacellaneous. To the maximum extent practicable, the AAA. the arbitrators and the partiea shan take all action required to conclude any ~:Jlm~mm~f:!¡¡,: if::::;:,;::.:.:.:.:.;.. ;":':':"·;'N·'··,'·f Loan No: NEW MORTGAGE (Continued) \1)9~309~.o00036 Page 7 arbitration proceeding within 180 days of the filing of the Dispute with the AAA. The resolution of any Dispute shall be determined by a separate arbitration proceeding and such Dispute shsll not be consolidated with other disputes or included in any class proceeding. No arbitrator or other party to an arbitration proceeding may disclose the existence. content or results thereof. except for disclosures of information by a party required in the ordinary course of its business or by applicable law or regulation. If more than one agreement for arbitration by or between the parties potentially applies to a Dispute. the arbitration provision most directly related to the documents between the parties or the subject matter of the Dispute shall control. This arbitration provision shall survive termination, amendment or expiration of any of the documents or any relationship between the parties. . St.te-$peciflc Prov.iona. If Ca&forn. law governs the Dispute. the following provision is included: R_I Property CoBateral; Judicial Reference. Notwithstanding anything herein to the contrary. no Dispute shall be submitted to arbitration if the Dispute concerns indebtedness secured directly or indirectly, in whole or in part. by any real property unless the holder of the mortgage. lien or security interest specifically elects in writing to proceed with the srbitration. If any such Dispute is not submitted to arbitration, the Dispute shall. at the election of any party, be referred to a referee in accordance with California Code of Civil Procedura Section 638 et seq.. and this general referenca agreement is intended to be specifically enforceable in accordance with said Section 638. A referee with the qualifications required herein for arbitrators shall be selected pursuant to the AAA's selection procedures. Judgment upon the decision rendered by a referee shall be entered in the court in which such proceeding was commenced in accordance with California Code of Civ~ Procedure Sections 644 and 645. If Idaho law governs the Dispute. the following provision is included: R_I Property CoRateral; Judicial Reference. Notwithstanding anything herein to the contrary. no dispute shall be submitted to arbitration if the dispute concerns indebtedness secured directly or indirectly, in whole or in pert, by any real property unless Iii the holder of the mortgage. lien or security interest specifically elects in writing to proceed with the arbitration, or liil all parties to the arbitration waive any rights or benefits that might accrue to them by virtue of the single action rule statute of Idaho. thereby agreeing that all indebtedness and obligations of the parties, and all mortgages, liens and sacurity interests securing such indebtedness and obligations. shall remain fully valid and enforceable. If Mont.na law governs the Dispute. the following provision is included: R_I Property CoIateral; Jud"lCial Reference. Notwithstanding anything herein to the contrary. no dispute shall be aubmitted to arbitration if the dispute concerns indebtedness aecured directly or indirectly. in whole or in part. by any real property unlen Iii the holder of the mortgage. lien or security interest specifically elects in writing to procaed with the arbitrstion, or liil all parties to the arbitrstion waive sny rights or benefits that might accrue to them by virtue of the single action rule statute of Montans. thereby agreeing thst all indebtedness and obligations of the parties, snd all mortgages, liens and security interests securing such indebtedness snd obligations. shall remain fully valid and enforceable. If Nevada law governs the Dispute, the following provision is included: Real Property CoIateral; Judicial Reference. Notwithstanding anything herein to the contrary. no dispute shall be submitted to arbitration if the dispute concerns indebtedness secured directly or indirectly, in whole or in part. by any real property unlen iiI the holder of the mortgage. lien or security interest specifically elects in writing to proceed with the srbitration, or liil all parties to the arbitration waive any rights or benefits that might accrue to them by virtue of the single action rule statute of Neveda. thereby agreeing that all indebtedness and obligations of the parties. and all mortgages. liens and security interests securing such indebtedness and obligstions. shsll remain fully vslid and enforceable. If Utah Isw governs the qispute. the following provision is included: R_I Property CoBateral; Judicial Referanca. Notwithstanding anything herein to the contrary. no Dispute shall be submitted to arbitration if the Dispute concerns indebtedness secured directly or indirectly. in whole or in part. by any raal property unless the holder of the mortgage. lien or security interest specifically elects in writing to proceed with the arbitration. If any such Dispute is not submitted to srbitration. the Dispute shall, at the alection of any party, be referred to a master in accordance with Uteh Rule of Civil Procedure 53. and this general reference agreement is intended to be specifically enforceable. A master with the qualificstions required herein for arbitrators shan be selectød pursuant to the AAA's selection procedures. Judgment upon the decision rendered by a master shall be entered in the court in which such proceeding was commenced in accordance with Utah Rule of Civil Procedure 531el. DEFINITION OF IM>EBTEDNESS. The defmition of "'ndebtødness" herein includes, without limitation. all liabiUty of Borrower or other party having it's obligations to lender secured by this Mortgage, whether liquidated or unliquidated. defined, contingent. conditional or of any other nature whatsoever, and performance of an other obligations. arising under any swap. derivstive, foreign exchange or hedge transaction or arrangement (or other similar transaction or arrangement howsoever described or definedl at any time entered into with lender in connection with the Note. ENCUMBRANCES. GrantorlMortgagorlTrustor shall not, without lendar's consent, mortgage. assign, grant s lien upon or security interest in, or otherwise encumber the Property or any intereat in the Property, or allow such a lien or security interest to exist or arise, whether voluntarily. involuntarily or by operation of law. except for liens and security interests in favor of lender. or property taxes attributable to the Property which are not pest due. MISCElLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Mortgage: Amendments. This Mortgage, together with any Related Documents. constitutes the entire understlnding and agreement of the parties as to the matters set forth in this Mortgage. No alteration of or amendment to this Mortgage shall be effective unless given in writing snd 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 Grantor's residence, Grantor shall furnish to lender. upon request. a certified statement of net operating income received from the Property during Grantor'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 Headinga. Caption heedings in this Mortgage are for convenience purposes only and are not to be used to interpret or define the provisions of this Mortgage. Governing law. WIth r.pect to procedural matt_ related to the perfection and enforcement of lendar', rights again't the Property, thia 00003'7 Loan No: NEW MORTGAGE (Continued) U923093 PageS Mortgag. will b. governed by federellllw epplic8b1. to l.nd... end to the .xtent not pre.mpted by f.d.rel !ew. the !ews of the Stet. of Wyoming. In ell oth... r..pecte. this Mortgllge will be gov...ned by federellllw epplic8b1. to l.nd... end. to the .xt.nt not preempted by federellew. the !ews of the Stet. of ldeho without regerd to ite conflicte of IIIw prov.ions. Howev.... if th.re .ver ill e question .bout wh.th.r .ny provillion of th. Mortgag. . verlll or enforc_ble. the provillion thet . questioned will b. gov.rn.d by whichever stet. or federel!ew would find the provillion to b. v.1d .nd enforceeble. Th. Io.n tr.n..ction th.t ill evidenced by the Note .nd thill Mortgllge h.. b.en .pplied for. consld...ed. .pproved.nd m.d...nd .11 nee....ry Ioen docum.nte hu. b.en .ccepted by lend... in the Stet. of Ideho. No W.iver by Lender. lender shall not be deemed to have waived any rights under this Mortgage unless such waiver is given in writing and signed by lender. No del.y or omission on the part of lender in exercising any right shall operate as a waiver of such right or eny other right. A waiver by lender of a provision of this Mortgage shall not prejudice or constitute a waiver of lender's right otherwise to demand strict compliance with that provillion or any other provision of this Mortgage. No prior waiver by lender, nor any course of dealing between lender and Grantor. shall constitute a waiver of any of lender's rights or of any of Grantor's obligations as to any future transactions. Whenever the consent of lender is required under this Mortgage, the granting of such consent by lender in any instance shall not constitutB 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. S.v.rability. If a court of competent Jurisdiction finds any provision of this Mortgage 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 thia Mortgage. Unless otherwise required by law, the illegality, invalidity. or unenforceability of any provision of this Mortgage shall not affect the legality, validity or enforceability of any other provision of this Mortgage. Merger. There shall be no merger of the interest or estate created by this Mortgage 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. Succ"SOrB .nd Assigns. Subject to any limitations stated in this Mortgage on trans far of Grantor's interest. this Mortgage 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 Grantor. lender, without notice to Grantor. may deal with Gr.ntor's successors with reference to this Mortgage and the Indebtedness by way of forbearance or extension without releasing Gr.ntor from the obligations of this Mortgage or liability under the Indebtedness. Tirne is of the Enenc.. Time is of the essence in the performance of this Mortgage. W.iv.r of Hom..tead Ex.mption. Grantor hereby releases and waives all rights and benefits of the homestead exemption laws of the State of Wyoming as to aU IndebtBdness secured by this Mortgage. DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Mortgage. 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 Mortgage shaH have the meanings attributBd to such terms in the Uniform Commercial Code: Borrower. The word "Borrower" means Willow Creek Estates llC and includes sll co-signers and co-mskers signing the Note and all their successors end assigns. D.fault. The word "Default" means the Default SlIt forth in this Mortgage in the section titled "Default". Environmental u.ws. The words "Environmental u.ws" mean any and all state, federal and local stetutes, regulations and ordinances relating to the protection of human health or the environment. including without limitation the Comprehensive Environmental Response, Compensation. and üability Act of 1980. as amended, 42 U.S.C. Section 9601, et seq. ("CERCLA"I, the Superfund Amendments and Reauthorization Act of 1986. Pub. l. No. 99-499 '"SARA "I. 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 Defeult. The words "Event of Default" mean any of the events of default set forth in this Mortgage in the events of default section of this Mortgage. Grentor. The word "Grantor" me_ Willow Creek Estates llC. Guerentor. The word "Gu.rantor" means any guarantor, aurety. or accommodation party of any or all of the Indebtedness. Guerenty. The word "Guerenty" meens the guaranty from Guarantor to lender. including without limitation e guerenty of ell or part of the Note. Hezerdous Subetenc.s. The words "Hazardous Substances" mean materials that, because of their quantity. concentration or physical. chemical or infectious characteristics, msy cause or pose a present or potential hazsrd to human health or the environment when improperly used. treated. stored, disposed of, generatBd. manufactured, transported or otherwise handled. The words "Hazardous Substances" are used in their very broedest sense and include without limitation any and all hazardous or toxic substances. materials or waste as defined by or listed under the Environmental u.ws. The term "Hazardous Substances" also includes. without limitation. petroleum and petroleum by-products or sny fraction thereof and asbestos. Improvemente. The word "Improvements" mesns 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 an renewals of. extansions of. modifications of, consolidations of and substitutions for the Note or RelatBd Documents and any amounts expended or advsnced by lender to discharge Grentor's obligstions or expenses incurred by lender to enforce Grantor's obligations under this Mortgage. together with interest on such emounts as provided in this Mortgage. Speciflcslly. without limitation, Indebtedness includes all amounts that msy be indirectly secured by the Cross-Collateralization provision of this Mortgage. lender. The word "lender" means Wells Fsrgo Bank, National Association, its succesaors and ..signs. Mortaege. The word "Mortgage" meens this Mort Jage between Grantor and lender. Note. The word "Note" means the promissory note deted September 25. 2006. in the original principal amount of }mll~it:, ·.~I tmm[~fm~m~l!fJ!j i;;::::::N':::~'1 ·;·!·,,;('ft', ,'I loan No: NEW MORTGAGE (Continued) Page 9 $402.543.00 from Grlntol to Linder. tog.ther with "" r.newell 01. .xteneionl 01. modilic.tione 01. r.r...ncingl 01. consolid.tionl 01. .nd lullltitutions lor th. promlHory note or "V'......nt. NOTICE TO GRANTOR: THE NOTE CONTAINS A VARIABLE INTEREST RATE. Pen...... Property. The words "Personll Property" m.en III .quipment. fixtur... """ other IIticlu 01 pellon.1 property now or "",..Iter owned by Grantor. and now or her.atter attached or affixed to the Real Property; together with .. accessions. parts. and additions to. aU r.pt.c.....nts 01. Ind .. .ubltitutio.. lor. eny 01 .uch property; end tog.ther with .K proc.... lincluding without ~mitstion .. nurenc. proc.ada and r.tunda of premiums) from any.... or ottwr di.position of thIi Property. Property. Tha word - Property· mea,. coUectivelV the ..... Property and 1M Peraon.1 ProperlY. R..I PrOPlrty. The worde """.. Property" ....... the rl.1 property. interl.. end rÍ htl. .. lurther de.cribed in this Mortg.g.. A_1M Docum.... Th. words -Allated Documents- mean .11 promiuory noleS. aedil agreements. loan agreementw. environmental agr.menu. guarantiel. Hcurity agrHmen1l. mortgag... dItedIi of truat. Hcwity deedli. coIIa...al mortgage.. and .. 0....' in.trumenll. -&r_mentl end docunMÞn... whether now or ....,...., ..Iing. executed in connection with the tnd.bt.d".... Ren... The word -Ren"- means al pruent ... fu'bM'. r.nts. r.ven..... income. iaaueli. royalties. profits. and other benefita de,ived from ,"" Property. 2- 4A. .,S¡ On thil ð _ d.y 01 Df~mbl.¡¿' .20 Olð ,belor...... the undersigned Notary Public. per.on.Uy appeared Justin o. Summers. Memb.r of WIlD. Cr..k e.taln UC. end known to me to be a membeI or designated ey.lll 01 ..... limitad liability company th.t .xecutld the Mo'tgsgo end ICknowledged the Mortgsg. to be the Ir.. end ",,'untIlY ICtond deed 01 the Ilmit.d ~obiIity comp.ny, by aulhority of .tatute. ¡!II .,ticl.. of organization or ita operaling agr..ment. for the u... and purpoan therein mentioned. and on oath Ita1lld that or she is authorind to axecute t' Mortgage end in l.el executed thl! Mortgage on t.half of the Nmiled IiabHity com,.ny. -r:rI...~ "'Fi+IIJ k-I-ol' GRANTOR ACKNOWLEDGES HAVING READ AU. THE PROVISIONS Of THIS MORTGAGE. AMJ GRANTOR AGREES TO ITS TERMS. GRANTOR: Or.~L~._ LLC LIMITED LIABILITY COMPANY ACKNOWLEDGMENT STATE Of /MNO COUNTY OF OoN Nt. If ( I ( G I ISS I By R..1ding .1 My c_1oo1on IxpIr.. LIMITED LIABILITY COMPANY ACKNOWLEDGMENT STATE Of fDp..tIo , lIS I . COUNTY OF œNNE-VI f( '--' On this 2.S+A.. d.y 01 S~-lmbt.R- . 20~. befor....., the uncIolligned Notery Public. per.onally 1 > MIlled Brook Summon. Member of Wllow C.... Estet.. LlC. .nd known to me to III I rnemI>er or døign.lod "IIent 01 the ~mitod Nebility com pony th.t .xecutld the Mortgsg. .nd ~kn?wlelll!ed the MortIIsgI to III the free end ""luntllY ICI .nd deed 01 the limit.d IielMlity Complny. by Mllhonty of. statute..,ts .rticlel of o,g.anlutlOn or... oper.ting agr..ment. for the USH and pur~ therein mentioned. and on oath It.ted thlt "" f\"~ i. OUthori~ to .xecut . Mort¡¡lg. ~d in IlCt .xecuted the Mortg"V. on~I' 01" limitod'ty comp.ny, !ly ~ RllldI"II.t ~D t-H-IIS Notery Pubic In end '01' the Sto.o 01 My commloolon IxpIr.. ð- -1-0 /[ 00003~ tiJ (), ..., .k> ,. io " .J~~ S.;j ....,,"".,...."" "., (:' .., .... ",. '\ _ f.. L. I ¡" $ ~,..,..r,............!:'... ,.J 9*. i 4;-' ... ... ~ : "II;' e O't þ>.R Y .. ~ -: :t.J:~ .: . e.... , I . i : ¿¿-....V ! \~... 1>Ù\\'-' .~I \ e. ....-1 ..... n 't' ~ ... U'l' CJ. ~V " ......~ 7'B 0 T ....... ............". ............. ,.' '" ....... ~~Å Sl.{¡ "" ." + ......... <~ " :'~ee ,~... :'Te e" ¡ CJ I ~01 A~ ~ \ \ : : ~ *: : . ....øÞ . :a'" V: ~ .. PU....\.'\ I \ p () ...... cP,. ~ ....:1 1'S 0' _\~,....... ..........,.,. Loan No: NEW MORTGAGE (Continued) ¡J)9Z30S3 lAIØI ~ L...... v... '.D.ao.aJI ce,r....... ""'..... ........ ..... ,.." 2II1II. All............. ·WV D .:~O\CPI""-_.rc TR-1"" M-_ .::jilil~!É~; 000039 Page 10 i~;:i;i:*it::::¡::: 't':.f.'. "I .'--...--,.,... . LEGAL DESCRIPTION Exhibit "A" 00004t! 'J,~{:àV....- ";""~..jUS:.J The NII2 SW % NW % OfSecUOD II and NI/2 SE % NE'/4 OfSecUOD 10, both situated in . the Township 33 North, Rance 118 West 6" P.M., Lincoln County, Wyoming Flt.Number; ~316 Teton County Title. u.c Atùc:bcd Lep) Description Page 1 oCl 0,