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HomeMy WebLinkAbout873892 ...... I~- 873892 11" [(ECE IVEO NvOL.N COUNTY CLERi< 0/111\1 It::' .., "'.", ,.) i4f'1 9: 1 6 \.IEAN ¡'''[C' l "', r" ("f' f ~ i-\\JI'~..: ~ (EMMEF( ~R. I; \ (¡''tOMING BOOK 466 PR PAGE - 51 4 Space Above This Line For Recording Data .. ASSIGNMENT OF LEASES AND RENTS DATE AND PARTIES. The date of this Assignment of Leases and Rents (Assignment! is December 22, 2000. The parties and their addresses are: ASSIGNOR: ARSENAULT-NORTH NEVADA, LLC a Colorado Limited Liability Company 2400 INDUSTRIAL LANE, SUITE 1520 BROOMFIELD, Colorado 80020 CHEL TON CENTRE LIMITED LIABILITY COMPANY a Colorado Limited Liability Company 2400 INDUSTRIAL LANE SUITE 1520 BROOMFIELD, Colorado 80020 C. C. INVESTMENTS, INC. a Colorado Corporation 2400 INDUSTRIAL LANE SUITE 1520 BROOMFIELD, Colorado 80020 LENDER: FIRST NATIONAL BANK OF COLORADO Organized and existing under the laws of the United States of America 3033 Iris Avenue Boulder, Colorado 80301 TIN: 84-0636517 1. MAXIMUM OBLIGATION LIMIT. The total principal amount secured by this Assignment at anyone time will not exceed $900,000.00. This limitation of amount does not include interest and other fees and charges validly made pursuant to this Assignment. Also, this limitation does not apply to advances made under the terms of this Assignment to protect Lender's security and to perform any of the covenants contained in this Assignment. 2. SECURED DEBTS. This Assignment will secure the following Secured Debts: A. Specific Debts. The following debts and all extensions, renewals, refinancings, modifications and replacements. A promissory note, No. 8562972-100, dated December 22, 2000, from BROOMFIELD TECH CENTER CORPORATION (Borrower) to Lender, with a maximum credit limit of $900,000.00 with an interest rate based on the then current index value as the promissory note prescribes and maturing on January 4, 2004. One or morp- of the debts secured by this Assignment contains a future advance provision. B. Sums Advanced. All sums advanced and expenses incurred by Lender under the terms of this Assignment. 3. ASSIGNMENT OF LEASES AND RENTS. For good and valuable consideration, the receipt and suffìciency of which is acknowledged, and to secure the Secured Debts and Assignor's performance under this Assignment, Assignor assigns, grants, bargains, conveys, mortgages and warrants to Lender :3S additional security all the right, title and interest in the following (all referred to as Property). A. Existing or future leases, subleases, licenses, guaranties and any other written or verbal agreements for the use and occupancy of the Property, including any extensions, renewals, modifications or replacements (all referred to as Leases). B. Rents, issues and profits (all referred to as Rents), including but not limited to security deposits, minimum rent, percentage rent, additional rent, common area maintenance charges, parking charges, real estate taxes, other applicable taxes, insurance premium contributions, liquidated damages following default, cancellation premiums, "loss of rents" insurance, guest receipts, revenues, royalties, proceeds, bonuses, accounts, contract rights, general intangibles, and all rights and claims which Assignor may have regarding the Property. C. The term Property as used in this Assignment shall include the following described real property: BROOMFIELD TECH CENTER CORPORATION Wyoming Assignment of Leasas and Rents C0/4XXX229_0003245055042601 Y , @1996 B.tems. Inc,. St. Cloud. MN 7 - ...... <Þ1996 Bankers Systems, Inc.. St. Cloud, MN ~ BROOMFIELD TECH CENTER CORPORATION Wyoming Assignment of Leases and Rents CO/4XXX229 240044260000324 505504260 1 Y The property is located in LINCOLN County at 261 NORTH MAIN, THAYNE, Wyoming 83127. In the event any item listed as leases or Rents is determined to be personal property, this Assignment will also be regarded as a security agreement. 4. PAYMENTS. Assignor agrees that all payments under the Secured Debts will be paid when due and in accordance with the terms of the Secured Debts and this Assignment. 5. COllECTION OF RENTS. Assignor may collect, receive, enjoy and use the Rents so long as Assignor is not in default. Assignor will not collect in advance any Rents due in future lease periods, unless Assignor first obtains lender's written consent. Upon default, Assignor will receive any Rents in trust for lender and Assignor will not commingle the Rents with any other funds. When lender so directs, Assignor will endorse and deliver any payments of Rents from the Property to lender. Amounts collected will be applied at lender's discretion to the Secured Debts, the costs of managing, protecting and preserving the Property, and other necessary expenses. Assignor agrees that this Assignment is immediately effective between Assignor and lender and effective as to third parties on the recording of this Assignment. This Assignment will remain effective during any statutory redemption period until the Secured Debts are satisfied. Unless otherwise prohibited or prescribed by state law, Assignor agrees that lender may take actual possession of the Property without the necessity of commencing any legal action or proceeding. Assignor agrees that actual possession of the Property is deemed to occur when lender notifies Assignor of Assignor's default and demands that Assignor and Assignor's tenants pay all Rents due or to be come due directly to lender. Immediately after lender gives Assignor the notice of default, Assignor agrees that either lender or Assignor may immediately notify the tenants and demand that all future Rents be paid directly to lender. 6. COllECTION EXPENSES AND ATTORNEYS' FEES. On or after Default, to the extent permitted by law, Assignor agrees to pay all expenses of collection, enforcement or protection of lender's rights and remedies under this Assignment. Assignor agrees to pay expenses for lender to inspect and preserve the Property and for any recordation costs of releasing the Property from this Assignment. Expenses include, but are not limited to, attorneys' fees, court costs and other legal expenses. These expenses are due and payable immediately. If not paid immediately, these expenses will bear interest from the date of payment until paid in full at the highest interest rate in effect as provided for in the terms of the Secured Deuts. To the extent permitted by the United States Bankruptcy Code, Assignor agrees to pay the reasonable attorneys' fees lender incurs to collect the Secured Debts as awarded by any court exercising jurisdiction under the Bankruptcy Code. 7. ENVIRONMENTAL LAWS AND HAZARDOUS SUBSTANCES. As used in this section, (1) Environmental law means, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act (CERClA), all other federal, state and local laws, regulations, ordinances, court orders, attorney general opinions or interpretive'letters concerning the public health, safety, welfare, environment or a hazardous substance; and (2) Hazardous Substance means any toxic, radioactive or hazardous material, waste, pollutant or contaminant which has characteristics which render the substance dangerous or potentially dangerous to the public health, safety, welfare or environment. The term includes, without limitation, any substances defined as "hazardous material," "toxic substance," "hazardous waste," "hazardous substance," or "regulated substance" under any Environmental law. Assignor represents, warrants and agrees that: A. Except as previously disclosed and acknowledged in writing to lender, no Hazardous Substance has been, is, or will be located, transported, manufactured, treated, refined, or handled by any person on, under or about the Property, except in the ordinary course of business and in strict compliance with all applicable Environmental law. B. Except as previously disclosed and acknowledged in writing to lender, Assignor has not and will not cause, contribute to, or permit the release of any Hazardous Substance on the Property. C. Assignor will immediately notify lender if (1) a release or threatened release of Hazardous Substance occurs on, under or about the Property or migrates or threatens to migrate from nearby property; or (2) there is a violation of any Environmental law concerning the Property. In such an event, Assignor will take all necessary remedial action in accordance with Environmental law. D. Except as previously disclosed and acknowledged in writing to lender, Assignor has no knowledge of or reason to believe there is any pending or threatened investigation, claim, or proceeding of any kind relating to (1) any Hazardous Substance located on, under or about the Property; or (2) any violation by Assignor or any tenant of any Environmental law. Assignor will immediately notify lender in writing as soon as Assignor has reason to believe there is any such pending or threatened investigation, claim, or proceeding. In such an event, lender has the right, but not the obligation, to participate in any such proceeding including the right to receive copies of any documents relating to such proceedings. E. Except as previously disclosed and acknowledged in writing to lender, Assignor and every tenant have been'l are and will remain in full compliance with any applicable Environmental law. ,/ THAT PART OF THE NE1/4 OF SECTION 23, T34N R119W, IT BEING THE INTENT TO MORE CORRECTLY DESCRIBE THAT TRACT OF RECORD IN THE OFFICE OF THE CLERK OF LINCOLN COUNTY IN BOOK 426PR ON PAGE 90, AS FOLLOWS: BEGINNING AT A SPIKE ON THE WEST LINE OF SAID NE1/4, S 00 DEGREES 03'18" W, 1069.77 FEET FROM THE NORTHWEST CORNER OF SAID NE1/4; THENCE S 00 DEGREES 03'18" W, 167.36 FEET, ALONG SAID WEST LINE, TO A SPIKE; THENCE S 89 DEGREES 47'38" E, 183.22 FEET, ALONG AN EXISTING FENCE LINE, IN PART, TO A PIPE AT A FENCE CORNER; THENCE S 00 DEGREES 21 '22" W, 64.53 FEET, ALONG AN EXISTING FENCE LINE, TO A POINT AT AN EXISTING FENCE CORNER; THENCE S 89 DEGREES 26'47" E, 101.82 FEET, ALONG AN EXISTING FENCE LINE, TO A POINT AT A FENCE CORNER; THENCE N 00 DEGREES 12'51" E, 231.58 FEET, ALONG AN EXISTING FENCE LINE, TO A POINT; THENCE N 89 DEGREES 36'28" W, 285.34 FEET TO THE SPIKE OF BEGINNING. ~ """;'jT5 - O~~ ...... OS7a8~;¿ r: 1 6:' d_ F. Except as previously disclosed' and a(:knowledged in writing to Lender, there are no underground storage tanks, private dumps or open wells located on or under the Property and no such tank, dump or well will be added unless Lender first consents in writing. G. Assignor will regularly inspect the Property, monitor the activities and operations on the Property, and confirm that all permits, licenses or approvals required by any applicable Environmental Law are obtained and complied with. H. Assignor will permit, or cause any tenant to permit, Lender or Lender's agent to enter and inspect the Property and review all records at any reasonable time to determine (1) the existence, location and nature of any Hazardous Substance on, under or about the Property; (2) the existence, location, nature, and magnitude of any Hazardous Substance that has been released on, under or about the Property; or (3) whether or not Assignor and any tenant are in compliance with applicable Environmental Law. I. Upon Lender's request and at any time, Assignor agrees, at Assignor's expense, to engage' a qualified environmental engineer to prepare an environmental audit of the Property and to submit the results of such audit to Lender. The choice of the environmental engineer who will perform such audit is subject to Lender's approval. J. lender has the right, but not the obligation, to perform any of Assignor's obligations under this section at Assignor's expense. K. As a consequence of any breach of any representation, warranty or promise made in this section, (1) Assignor will indemnify and hold lender and lender's successors or assigns harmless from and against all losses, claims, demands, liabilities, damages, cleanup, response and remediation costs, penalties and expenses, including without limitation all costs of litigation and attorneys' fees, which lender and lender's successors or assigns may sustain; and (2) at lender's discretion, lender may release this Assignment and in return Assignor will provide lender with collateral of at least equal value to the Property secured by this Assignment without prejudice to any of lender's rights under this Assignment. L. Notwithstanding any of the language contained in this Assignment to the contrary, the terms of this section will survive any foreclosure or satisfaction of this Assignment regardless of any passage of title to lender or any disposition by lender of any or all of the Property. Any claims and defenses to the contrary are hereby waived. 8. CONDEMNATION. Assignor will give Lender prompt notice of any pending or threatened action by private or public entities to purchase or take any or all of the Property through condemnation, eminent domain, or any other means. Assignor authorizes lender to intervene in Assignor's name in any of the above described actions or claims. Assignor assigns to Lender the proceeds of any award or claim for damages connected with a condemnation or other taking of all or any part of the Property. Such proceeds will be considered payments and will be applied as provided in this Assignment. This assignment of proceeds is subject to the terms of any prior mortgage, deed of trust, security agreement or other lien document. 9. APPOINTMENT OF A RECEIVER. On or after an Assignor's default, Assignor agrees to Lender making an application to the court for an appointment of a receiver for the benefit of Lender to take possession of the Property and the Leases, with the power to receive, collect and apply the Rents. Any Rents collected will be applied as the court authorizes to pay taxes, to provide insurance, to make repairs and to pay costs or any other expenses relating to the Property, the Leases and Rents, and any remaining sums shall be applied to the Secured Debts. Assignor agrees that this appointment of a receiver may be without giving bond, without reference to the then-existing value of the Property, and without regard to the insolvency of any person liable for any of the Secured Debts. 10. DUE ON SALE. lender may, at its option, declare the entire balance of the Secured Debts to be immediately due and payable upon tlul creation Qf, or eontrðGt for the ere&ti&A~, a transfer or sale of the Property. This right is subject to the restrictions imposed by federal law governing the preemption of state due-on-sale laws, as applicable. 11. TRANSFER OF AN INTEREST IN THE ASSIGNOR. If Assignor is an entity other than a natural person (such as a corporation or other organization!, Lender may demand immediate payment if: A. A beneficial interest in Assignor is sold or transferred. B. There is a change in either the identity or number of members of a partnership or similar entity. C. There is a change in ownership of more than 25 percent of the voting stock of a corporation or similar entity. However, lender may not demand payment in t~~ ?bove situati.ons i! it i~ prohibited by-.law as ~f the date of this Assignment. £l" It SLLCv1 0C\.b I tyQ^,ìS~.¡f {) V Li'"1l1..1'1ij'C, W l' 'è ~11ovtctJ Af 4.Uî:4Ltt h,L9~OvtnU..q &-"L..: hi l (l.--ti.L\ 'nl,()\' Cy [I../VU...'\ <.I¿t\\-l \-(..:, V..; h.~.Jl \'v.., Ù{}J III b l\.JY'¡ I rìl(Ve,Jt 8--\ W h.t,.('.JJ tv /1itV()tï£jt'D. 12. WARRA TIES AND REPRESEN ATIONS. Assignor makes to lender the following warranties hd representations which will continue as long as this Assignment is in effect: A. Power. Assignor is duly organized, and validly existing and in good standing in all jurisdictions in which Assignor operates. Assignor has the power and authority to enter into this transaction and to carryon Assignor's business or activity as it is now being conducted and, as applicable, is qualified to do so in each jurisdiction in which Assignor operates. B. Authority. The execution, delivery and performance of this Assignment and the obligation evidenced by this Assignment are within Assignor's powers, have been duly authorized, have received all necessary governmental approval, will not violate any provision of law, or order of court or governmental agency, and will not violate any agreement to which Assignor is a party or to which Assignor is or any of Assignor's property is subject. C, Name and Place of Business. Other than previously disclosed in writing to lender, Assignor has not changed Assignor's name or principal place of business within the last 10 years and has not used any other trade or fictitious name. Without Lender's prior_ written consent, Assignor does not and will not use any other name and wilL preserve Assignor's existing name, 'trade names and franchises. D. Title. Assignor has good title to the leases, Rents, and Property and has the right to assign, grant, bargain, convey, mortgage and warrant to Lender as additional security the Leases and Rents, and no other person has any right in the leases and Rents. BROOMFIELD TECH CENTER CORPORA nON Wyoming Assignment of Leases and Rents CO/4XXX229~003245055042601Y @1996 Ba_ems, Inc., St, Cloud. MN ~ _ ...... E. Recordation. Assignor has recorded the Leases as required by law or as otherwise prudent for the type and use of the Property. . ' F. Default. No default exists under the Leases, and the parties subject to the Leases have not violated any applicable law on leases, licenses and landlords and tenants. Assignor, at its sole cost and expense, will keep, observe and perform, and require all other parties to the Leases to comply with the Leases and any applicable law. If Assignor or any party to the Lease defaults or fails to observe any applicable law, Assignor will promptly notify Lender. G. Lease Modification. Assignor has not sublet, modified, extended, canceled, or otherwise altered the Leases, or accepted the surrender of the Property covered by the Leases (unless the Leases so require). H. Encumbrance. Assignor has not assigned, compromised, subordinated or encumbered the Leases and Rents. 13. COVENANTS. Assignor agrees to the following covenants: A. Rent Abatement and Insurance. When any Lease provides for an abatement of Rents due to fire, flood or other casualty, Assignor will insure against this risk of loss with a policy satisfactory to Lender. Assignor may choose the insurance company, subject to Lender's approval, which will not be unreasonably withheld. B. Copies of Leases. Assignor will promptly provide Lender with copies of the Leases and will certify these Leases are true and correct copies. The existing Leases will be provided on execution of the Assignment, and all future Leases and any other information with respect to these Leases will be provided immediately after they are executed. C. Right To Rents. After default and Lender taking the appropriate affirmative action, Assignor will notify all current and future tenants and others obligated under the Leases of Lender's right to the Leases and Rents. D. Accounting. When Lender requests, Assignor will provide to Lender an accounting of Rents, prepared in a form acceptable to Lender, subject to generally accepted accounting principles and certified by Assignor or Assignor's accountant to be current, accurate and complete as of the date requested by Lender. E. Lease Modification. Assignor will not sublet, modify, extend, cancel, or otherwise alter the Leases, or accept the surrender of the Property covered by the Leases (unless the Leases so require) without Lender's written consent. F. Encumbrance. Assignor will not assign, compromise, subordinate or encumber the Leases and Rents without Lender's prior written consent. G. Future Leases. Assignor will not enter into any future Leases without prior written consent from Lender. Assignor will execute and deliver such further assurances and assignments as to these future Leases as Lender requires from time to time. H. Personal Pr«;Jperty. Assignor will not sell or remove any personal property on the Property, unless Assignor replaces this personal property with like kind for the same or better value. I. Prosecution and Defense of Claims. Assignor will appear in and prosecute its claims or defend its title to the Leases and Rents against any claims that would impair Assignor's interest under this Assignment and, on Lender's request, Assignor will also appear in any action or proceeding on behalf of Lender. Assignor agrees to assign to Lender, as requested by Lender, any right, claims or defenses which Assignor may have against parties who supply labor or materials to improve or maintain the leaseholds subject to the Leases and/or the Property , J. Liability and Indemnification. Lender does not assume or become liable for the Property's maintenance, depreciation, or other losses or damages when Lender acts to manage, protect or preserve the Property, except for losses or damages due to Lender's gross negligence or intentional torts. Otherwise, Assignor will indemnify Lender and hold Lender harmless for all liabifity, loss or damage that Lender may incur when Lender opts to exercise any of its remedies against any party obligated under the Leases. K. leasehold Estate. Assignor will not cause or permit the leasehold estate under the Leases to merge with Assignor's reversionary interest, and agrees that the Leases shall remain in full force and effect regardless of any merger of the Assignor's interests and of any merger of the interests of Assignor and any party obligated under the Leases. L. Insolvency. Lender will be the creditor of each tenant and of anyone else obligated under the Leases who i~ subject to an assignment for the benefit of creditors, an insolvency, a dissolution or a receivership proceeding, ' or a bankruptcy. 14. DEFAULT. Assignor will be in default if any of the following occur:, _.' , <' f" A. Payments. Assignor fails to make a payment in full when due. (LYle{ -reu...lo -to (A..L'UI. ,-Cltlì ~ (..út1J:> 0. I<v , . Jv,;¡"r,HtV1 ~\J)~ \04tht- tb-n1L. B. Insolvency or Bankruptcy. Any legal entity obligated on the ~ecured Debts makes an assignment for the benefit of creditors or become insolvent, either because its liabilities exceed its assets or it is unable to pay its debts as they become due; or it petitions for protection under federal, state or local bankruptcy, insolvency or debtor relief laws, or is the subject of a petition or action under such laws and fails to have the petition or action dismissed within a reasonable period of time not to exceed 60 days. C. Business Termination. Assignor merges, diSS, olve,s, .reo~aJ., zes, ends its business or existence, or a }armer or m:iljerity 6WAaf dies or is dedered legell.; ir;eompetaf1z~r D. Failure to Perforr!1. Assignor fails ~o perform any condition or to keep any promise or~ní'n~this Assignment. (}"'v')Ò -flL\ \Stú u.\~e. lL\T1ì\Y\ -ttV\ cU'\:0c::. O--t·-\ty wrr\1-e.n y\ohu blj th~ &Vl '-#If' PI ~ J ml(~ E. Other Documents. ~d~aVlt oçcur~, under the t.E!rms of any other trans,action document. o.nct £1r(t.r"\'rov- , ' c.t\.Yt. u.; ¡t1')If) 30) (Ã.(' c:) a.f yo l.ùnflt'r. nc~ ',t,. b .¡¿ '\t-. F. ~3ïer\Agreements. sSlgno~ in de:t;;.",ult on any othet ~\)t or ~~~er¡~"Q;lgnor has'1ili'th L~J1d~r., 0. f¡rcvntùv :V..\ s +1) l..~vc... í.0.di11r1 'f'j,1W\'1...\ l3D) dÒ.-U'5 (1:tW~V l.0n h nnt((...L. v.>U th~ c... G. IsrepreSê'ntatlon. - Assignor makes any verbar or written sta emerlr or provldés aný inancla I rmation that is untrue,^inacc~~a~h or conceals a material fact at the time it is made or provided. H. Judgment. ~f'I~nJr fai~ to satisfv,j\or ap,~ea~nv judgm",en~ against AssicJor. I F f· Th P . d . ~, D, €.t·H..R\;ft:.. ;:){.Lutl t<.-\h 'T- f" I '. -...I . or elture. e roperty IS use In a manner or for a purpose Íjlat t reatens con Iscatlon by a egal authority ¡ an.' >\~y f-i\..\\") '-tc:'0'Vley\-I- <)¡Lf'Jr\ (,ÐV)(\~{t;\1Þ\''\' - BROOMFIELD TE CENTER CORPORATION Wyoming Assignment of Leases and Rents CO/4XXX2292400442600003245055042601Y ©1996 Bankers Systems, Inc,. St. Cloud, MN ~ -~jl'¡ - 087~ Of.:f~J8~;':; 518 J. Name Change. Assignor changes Assignor's name or assumes an additional name without notifying Lender before making such a change. K. Property Transfer. Assignor transfers all or a substantial part of Assignor's money or property. This condition of default, as it relates to the transfer of the Property, is subject to the restrictions contained in the DUE ON SALE section. ~ L. proper~Val~r' TJ1e value of the fLroperty decli,(1es . impaired. \7v) t:ì)ye(~..t{:y- t1'ì('uÌ'1 '-¿bcll) oftn~ M (tV . I :c,.th( .¡ Wl..\:ehDn n"\l.-C Ól.\?.-:f . n¿,re"Q\. Ii" . I h" . A· 'b' . I d· . MatI! la Change. It out first notl Ylng Lenaer, t ere IS a materia c ange m sSlgnor s usmess, mc u Ing ownership, management, and financial conditions. !*; IlIsêc;OIity. llinrlør rl'!~H:onablv believA~ that L.8A6er is in&ee~ 15. REMEDIES. After Assignor defaults, and after Lender gives any legally required notice and opportunity to cure the default, Lender may at Lender's option do anyone or more of the following. ' A. Acceleration. Lender may make all or any part of the amount owing by the terms of the Secured Debts immediately due. B. Additional Security. Lender may demand additional security or additional parties to be obligated to pay the Secured Debts. C. Sources. Lender may use any and all remedies Lender has under Wyoming or federal law or in any instrument evidencing or pertaining to the Secured Debts. D. Insurance Benefits. Lender may make a claim for any and all insurance benefits or refunds that may be available on Assignor's default. E. Payments Made On Assignor's Behalf. Amounts advanced on Assignor's behalf will be immediately due and may be added to the Secured Debts. F. Rents. Lender may terminate Assignor's right to collect Rents and directly collect and retain Rents in Lender's name without taking possession of the Property and to demand, collect, receive, and sue for the Rents, giving proper receipts and releases. In addition, after deducting all reasonable expenses of collection from any collected and retained Rents, Lender may apply the balance as provided for by the Secured Debts. G. Entry. Lender may enter, take possession, manage and operate all or any part of the Property; make, modify, enforce or cancel or accept the surrender of any Leases; obtain or evict any tenants or licensees; increase or reduce Rents; decorate, clean and make repairs or do any other act or incur any other cost Lender deems proper to protect the Property as fully as Assignor could do. Any funds collected from the operation of the Property may be applied in such order as Lender may deem proper, including, but not limited to, payment of the following: operating expenses, management, brokerage, attorneys' and accountants' fees, the Secured Debts, and toward the maintenance of reserves for repair or replacement. Lender may take such action without regard to the adequacy of the security, with or without any action or proceeding, through any person or agent, or receiver to be appointed by a court, and irrespective of Assignor's possession. The collection and application of the Rents or the entry upon and taking possession of the Property as set out in this section shall not cure or waive any notice of default under the Secured Debts, this Assignment, or invalidate any act pursuant to such notice. The enforcement of such remedy by Lender, once exercised, shall continue for so long as Lender shall elect, notwithstanding that such collection and application of Rents may have cured the original default. H. Waiver. Except as otherwise required by law, by choosing anyone or more of these remedies you do not give up any other remedy. You do not waive a default if you choose not to use a remedy. By electing not to use any remedy, you do not waive your right to later consider the event a default and to use any remedies if the default continues or occurs again. 16. TERM. This Assignment will remain in full force and effect until the Secured Debts are paid or otherwise discharged and Lender is no longer obligated to advance funds under any loan or credit agreement which is a part of the Secured Debts. If any or all payments of the Secured Debts are subsequently invalidated, declared void or voidable, or set aside and are required to be repaid to a trustee, custodian, receiver or any other party under any bankruptcy act or other state or federal law, then the Secured Debts will be revived and will continue in full force and effect as if this payment had not been made. 17. CO-SIGNERS. If Assignor signs this Assignment but does not sign the Secured Debts, Assignor does so only to assign Assignor's interest in the Property to secure payment of the Secured Debts and Assignor does not agree to be personally liable on the Secured Debts. If this Assignment secures a guaranty between Lender and Assignor, Assignor agrees to waive any rights that may prevent Lender from bringing any action or claim against Assignor or any party indebted under the obligation. These rights may include, but are not limited to, any anti-deficiency or one-action laws. 18. WAIVERS. Except to the extent prohibited by law, Assignor waives all homestead exemption rights relating to the Property. 19. OTHER TERMS. The following are applicable to this Assignment: A. Line of Credit. The Secured Debts include a revolving line of credit provision. Although the Secured Debts may be reduced to a zero balance, this Assignment will remain in effect until the Secured Debts and all underlying agreements have been terminated in writing by Lender. 20. APPLICABLE LAW. This Assignment is governed by the laws of Colorado, except to the extent otherwise required by the laws of the jurisdiction where the Property is located, and the United States of America. 21. JOINT AND INDIVIDUAL LIABILITY AND SUCCESSORS. Each Assignor's obligations under this Assignment are independent of the obligations of any other Assignor. Lender may sue each Assignor individually or together with any other Assignor. Lender may release any part of the Property and Assignor will still be obligated under this Assignment for the remaining Property. The duties and benefits of this Assignment will bind and benefit the successors and assigns of Lender and Assignor. BROOMFIELD TECH CENTER CORPORATION Wyoming Assignment of Leases and Rents C0/4XXX229_0003245055042601 Y 4:>1996 Bankers Systems. Inc,. St. Cloud. MN ~ - - 11:>1996 Bankers Systems. Inc.. St. Cloud. MN ~ BROOMFIELD TECH CENTER CORPORATION Wyoming Assignment of Leases and Rents CO/4XXX2292400442600003245055042601Y MARCELJ.C., ARS~ENAULT' ANAGER C. C. INVEST~ ~ ~~'~ MARCEL J,C'i~tJ::.:::.ESIDENT RON K. ESHIMA, VICE PRESIDENT ASSIGNOR: ARSENAULT-NORTH NEVA ----"....~, - ...,- .~,~ MARCEL J.C. CHEL TON CENT SIGNATURES. By signing, Assignor agrees to the terms and covenants contained in this Assignment. Assignor also acknowledges receipt of a copy of this Assignment. 25. AGREEMENT TO ARBITRATE. Lender or Assignor may submit to arbitration any dispute, claim or other matter in question between or among Lender and Assignor that arises out of or relates to this Transaction (Dispute), except as otherwise indicated in this section or as Lender and Assignor agree to in writing. For purposes of this section, this Transaction includes this Assignment and any other documents, instruments and proposed loans or extensions of credit that relate to this AS$ignment. Lender or Assignor will not arbitrate any Dispute within any "core proceedings" under the United States bankruptcy laws. Lender and Assignor must consent to arbitrate any Dispute concerning a debt secured by real estate at the time of the proposed arbitration. Lender may foreclose or exercise any powers of sale against real proper,ty securing a debt underlying any Dispute before, during or after any arbitration. Lender may also enforce the debt secured by this real property and underlying the Dispute before, during or after any arbitration. Lender or Assignor may seek provisional remedies at any time from a court having jurisdiction to preserve the rights of or to prevent irreparable injury to Lender or Assignor. Foreclosing or exercising a power of sale, beginning and continuing a judicial action or pursuing self-help remedies will not constitute a waiver of the right to compel arbitration. The arbitrator will determine whether a Dispute is arbitrable. A single arbitrator will resolve any Dispute, whether individual or joint in nature, or whether based on contract, tort, or any other matter at law or in equity. The arbitrator may consolidate any Dispute with any related disputes, claims or other matters in question not arising out of this Transaction. Any court having jurisdiction may enter a judgment or decree on the arbitrator's award. The judgment or decree will be enforced as any other judgment or decree. Lender and Assignor acknowledge that the agreements, transactions or the relationships which result from the agreements or transactions between and among Lender and Assignor involve interstate commerce. The United States Arbitration Act will govern the interpretation and enforcement of this section. The American Arbitration Association's Commercial Arbitration Rules, in effect on the date of this Assignment, will govern the selection of the arbitrator and the arbitration process, unless otherwise agreed to in this Assignment or another writing. 26. WAIVER OF TRIAL FOR ARBITRATION. lender and Assignor understand that the parties have the right or opportunity to litigate any Dispute through a trial by judge or jury, but that the parties prefer to resolve Disputes through arbitration instead of litigation. If any Dispute is arbitrated, lender and Assignor voluntarily and knowingly waive the right to have a trial by jury or judge during the arbitration. 24. NOTICE, FINANCIAL REPORTS AND ADDITIONAL DOCUMENTS. Unless otherwise required by law, any notice will be given by delivering it or mailing it by first class mail to the appropriate party's address listed in the DATE AND PARTIES section, or to any other address designated in writing. Notice to one party will be, deemed to be notice to all parties. Assignor will infOfm Lender in writing of any change in Assignor's name, address or other application information. Assignor will provide Lender any financial statements ,or infprmation Lender requests. All financial statements and information Assignor gives Lender will be correct aöd \~'ömplé't~; ;;~ssignor agrees to sign, deliver, and file any additional documents or certifications that Lender may con~idè~ necEis'såfy to perfect, continue, and preserve Assignor's obligations under this Assignment and to confirm; Lender's lien!stätus on any Property. Time is of the essence. 22. AMENDMENT, INTEGRATION AND SEVERABILITY. This Assignment may not be amended or modified by oral agreement. No amendment or modification of this Assignment is effective unless made in writing and executed by Assignor and Lender. This Assignment is the complete and final expression of the agreement. If any provision of this Assignment is unenforceable, then the unenforceable provision will be severed and the remaining provisions will still be enforceable. .. . ~ ' 23. INTERPRETATION. Whenever used, the singular includes the plural and tlìeplu~al' in~I'udes the singular. The section headings are for convenience only and are not to be used to interpret or define the terms of this Assignment. - Cj 19 - 08_J~ ....... @1996 Bankers Systems, Inc., St, Cloud, MN ~M BROOMFIELD TECH CENTER CORPORATION Wyoming Assignment of leases and Rents CO/4XXX2292400442600003245055042601Y ,?rp~,rc¡"T~ by OF OF ~~vt~ 55. efore me this b .b::? day of --:J;~ R of CHELTON CE~~;LlTY COMPANY, ~ary Pu Ii OF (2~ 55. This instrument was acknowledged before me this ~'0 day of -.JZ.t,^-E:.. ,.?a::J by MARCEL J.C. ARSENAULT and SHARON K. ESHIMA as PRESIDENT and VICE PRESIDENT of C. C. INVESTMENTS, INC.. , Lor) / by '~.' :2.£r-t;1 j '~---Âc.A. OF ~ 55. efore me this (Ö'á- day of ~ "'^- ER of ARSENAULT-NORTH NEVADA, LLC. 7 }fl(?/I/./úfdS ry Public) (Business or Entity) ColA~Y ( This instrument was MARCEL J.C. ARSE My ACKNOWLEDGMENT. - ~j20 - U""d~j2