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HomeMy WebLinkAbout889123 National Cooperative Bank ;~ National Cooperalive Bank ' 1725 Eye Street, N.W. Suite 600 Washinglon, DC 20006 SEND TAX NOTICES TO' National Cooperative Bank National Cooperative Bank 1725 Eye Streel, N.W. Suile 600 Washinqton, DC 20006 RE'CORDATION REQUESTED BY: National Cooperative Bank National Cooperative Bank 1725 Eye Street, N.W. Suite 60O Washington, DC 20006 WHEN RECORDED MAIL TO: 889123 'BOOK517 PRPAGE 411 RECEIVED LINCOLN COUNTY CLERK SPACE ABOVE THIS LINE IS FOR RECORDER'S USE ONLY MORTGAGE THIS MORTGAGE dated February 3, 2003, is made and executed between Randal J. Hruska; Pamela J. Hruska; Randal J. Hruska and Pamela J. Hruska, Trustee for Randal ~J Hruska Living Trust, and any amendments thereto, dated June 11, 1991; and Pamela J. Hruska and Randal J, Hruska, Trustee for Pamela J Hruska Living Trust, and any amendments thereto, dated June 11, 1991, whose address is 599 Fairview Road, Fairview, WY 83119 (referred to below as "Grantor") and National Cooperative Bank, whose address is 1725 Eye Street, N.W. Suite 600, Washington, DC 20006 (referred to below as "Lender"). GRANT OF MORTGAGE. For valuable consideralion, Grantor mortgages and conveys Io Lender all of Grantor's righl, title, and inlerest in and to the following described real property, together with all existing or subsequently erecled or affixed buildings, improvements and fixlures; all easements~ rights of way, and appudenances; all waler, water rights, walercourses and dilch rights (including stock in utilities with ditch or irr gallon righls)' and all olher rights, royallies and profils relating to the real properly, inc ud ng without limifalion all minerals, oil, gas, geothermal and similar matters, (the. ~ "Real Property") located in Lincoln County, State of Wyoming: · ~k~' SEE AT-I'ACHED EXHIBIT "A" FOR LEGAL DESCRIPTION AND EXHIBIT "B" FOR REAL PROPERTY TAX ID NUMBERS AND TOTAL ACRES. The Real Property or its address is commonly known as 510 Cherr~ Creek Drive Rock Springs, WY 82901 and Wy1808 82901.Crow Creek, Fairview, WY and all other Farm Property as decribed in Exhibit "A"., Rock Springs/Fairview, CROSS-COLLATERALIZATION. In addilion to the Guaranty, this Modgage secures all obligations, debts and liabilities, plus interest thereon, of Borrower to Lender, or any one or more of them, as well as all claims by Lender against Borrower or any one or more of them, whelher now existing or hereafter arising, whether related or unrelated lo Ihe purpose of the Note, whether voluntary or olherwise, whether due or not due, direct or indirect, delermined or undetermined, absolute or contingent, liquidated or unliquidated whether Borrower or Grantor may be liable individually or jointly with Olhers, whelher obligated as guarantor, surety, accommodation party or otherwise, and whether recovery upon such amounts may be or hereafter may become barred by any statule of limifalions, and whelher the obligation to repay such amounls may be or hereafter may become~0therwise unenforceable. Grantor presently assigns to Lender all of Grantor's right, title, and inlerest in and to all present and future leases of the Property and all Renls from the Property. In addition, Grantor grants to Lender a Uniform Commercial Code security interesl in lhe 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) PERFORMANCE OF A GUARANTY FROM GRANTOR TO LENDER, AND DOES NOT DIRECTLY SECURE THE OBLIGATIONS DUE LENDER UNDER THE NOTE, (B) PAYMENT OF THE INDEBTEDNESS AND (C) PERFORMANCE OF ANY AND ALL OBLIGATIONS UNDER THE NOTE, THE RELATED DOCUMENTS, AND THIs MORTGAGE. THIS MORTGAGE IS GIVEN AND ACCEPTED ON THE FOLLOWING TERMS: GRANTOR'S WAIVERS. This Mortgage secures a guaranty and does not directly secure lhe Indebtedness due Lender under the Nole. Grantor waives any and all rights and defenses arising by reason of (a) any "one-action" or" anti-deficiency" law, or any olher law thai may prevent Lender from bringing any action or claim for deficiency against Borrower, (b) any election of remedies by Lender which may limit Granfor's dghts 1o proceed against any party indebted under the Note, or (c) any disability or defense of any party indebted under the Note, any olher guarantor or any other person by reason of cessalion of the Indebtedness due under the Note for any reason olher than full payment ot the Note. GRANTOR'S REPRESENTATIONS AND WARRANTIES. Grantor warrants lhaf: (a) this Mortgage is execuled at Borrower's requesl and not at the request of Lender; (b) Granlor has the tull power, dght. and authority to enter into Ihis Modgage and to hypothecate the Property; (c) the provisions of this Mortgage do not conflict with, or result in a defaull under any agreement or other inslrumenl binding upon Grantor and do not result in a violation of any law, regulation, coud decree or order applicable Io Grantor; (d) Grantor has established adequate means of obtaining from Borrower on a continuing basis informalion about Borrower's financial condition; and (e) Lender has made no representation Io Grantor about Borrower (including without limitation the creditworthiness of Borrower). PAYMENT AND PERFORMANCE. Except as otherwise provided in this Mortgage, Grantor shall sh:ictly perform all of Grantor's obligations under the Guaranty and under this Modgage. POSSESSION AND MAINTENANCE OF THE PROPERTY. Borrower and Granlor agree that Borrower's and Granlor's possession and use of the Property shall be governed by the following provisions: Posse.ssi'on and Use. Until the occurrence of an Evenl of Default, Grantor may (1) remain in possession and control of the Property; (2) use, Loan No: 2751221000~.~1.,~...~ MORTGAGE (Continued) "~ ~ 2 Page 2 operate or manage the Property; and (3) collecl the Rents from Ihe Property. Duty to Maintain. Granlor shall maintain the Properly in tenantable condition and promplly perform all repairs, replacements, and maintenance necessary to preserve its value. Compliance With Environmental Laws. Grantor represents and warrants Io Lender that: (1) During the period of Grantor's ownership of the Property, there has been no use, generation, manufacture, storage, treatment, disposal, release or threalened release of any Hazardous Substance by any person on, under, about or from lhe Properly; (2) Grantor has no knowledge of, or reason to believe that there has been, except as previously disclosed Io and acknowledged by Lender in writing, (a) any breach or violation of any Environmental Laws, (b) any use, generation, manufacture, storage, trealmenl, disposal, release or lhrealened release of any Hazardous Substance on, under, about or from the Property by any prior owners or occupants of the Properly, or (c) any actual or threatened liligalion or claims of any kind by any person relating to such matters; and (3) Except as previously disclosed 1o and acknowledged by Lender in writing, (a) neither Grantor nor any tenanl, conlractor, agent or olher aulho~'ized user of the Property shall use, generale, manufacture, slore, treal, dispose of or release any Hazardous Subslance on, under, about or from Ihe Property; and (b) any such activity shall be conducted in compliance with all applicable federal, state, and local laws, regulations and ordinances, including without limitalion all Environmental Laws. Grantor authorizes Lender and its agents Io enter upon lhe Property to make such inspections and tests, al Granlor's expense, as Lender may deem appropriate Io delermine compliance of lhe Property wilh lhis seclion of lhe Modgage. Any inspections or lests made by Lender shall be for Lender's purposes only and shall not be construed to create any responsibility or liability on the pad of Lender Io Grantor or Io any other person. The representations and warranties conlained herein are based on Granlor's due diligence in investigating the Property for Hazardous Substances. Grantor hereby (1) releases and waives any future claims against Lender for indemnity or contribution in the evenl Grantor becomes liable for cleanup or olher costs under any such laws; and (2) agrees to indemnify and hold harmless Lender againsl any and all Claims, losses, liabilities, damages, penalties, and expenses which Lender may directly or indirectly sustain or suffer resulting from a breach of this section of the Modgage or as a consequence of any use, generalion, manufaclure, slorage, disposal, release or threalened release occurring prior to Grantor's ownership or interest in the Property, whether or not the same was or should have been known to Grantor. The provisions of lhis section of the Modgage, including the obligation to indemnity, shall survive the paymenl of Ihe Indebtedness and Ihe satisfaction and reconveyance of the lien of Ibis Modgage and shall nol be a[fecled by Lender's acquisition of any inleresl in the Properly, whether by foreclosure or otherwise. Nuisance., Waste, Granlor shall not cause, conduct or permit any nuisance nor commit, permil, or suffer any stripping of or waste on or Io lhe Property or any podion of the Property. Without limiling the generality of the foregoing, Granlor will nol remove, or granl to any other party the righl Io remove, any timber, minerals (including oil and gas), coal, clay, scoria, soil, gravel or rock products withoul Lender's prior written consent. Removal of Improvements. Grantor shall not demolish or remove any Improvements from the Real Properly without Lender's pdor written consent, As a condilion to the removal of any Improvements, Lender may require Grantor to make arrangements satisfactory to Lender lo replace such Improvements with Improvements of al leasl equal value. Lender's Righl to Enter. Lender and Lender's agents and representatives may enter upon the Real Property at all reasonable times lo attend to Lender's interests and to inspect the Real Property for purposes of Granlor's compliance with the lerms and conditions of this Modgage. Compliance wilh Governmenlal Requirements. Grantor shall promptly comply with all laws, ordinances, and regulations, now or hereafter in effect, of all governmental authorities applicable to lhe use or occupancy of Ihe Property, including without limitation, the Americans With Disabilities Acl. Grantor may conlest in good faith any such law, ordinance, or regulation and withhold compliance during any proceeding, including appropriate appeals, so long as Grantor has notified Lender in writing prior to doing so and so long as, in Lender's sole opinion, Lender's interests in the Property are not jeopardized. Lender may require Granlor lo posl adequale secudty or a surety bond, reasonably satisfactory to Lender, to pro~ect Lender's interest. Duty Io Prolecl. Grantor agrees neither Io abandon Or leave unattended the Property. Grantor shall do all other acts, in addition to those acts set fodh above in this section, which from Ihe character and use of lhe Property are reasonably necessary to protecl and preserve Ihe Property. TAXES AND LIENS. The following provisions relaling to lhe taxes and liens on the Properly are pad of this Modgage: Paymenl. Grantor shall pay when due (and in all events prior to delinquency) all taxes, payroll taxes, special taxes, assessments, water charges and sewer service charges levied against or on account of Ihe Property, and shall pay when due all claims for work done on or for services rendered or material furnished fo lhe Property. Grantor shall mainlain the Property free of any liens having priority over or equal to the interest of Lender under this Modgage, except for the Existing Indebtedness referred to in this Modgage or those liens specifically agreed to in writing by Lender, and except for the lien of taxes and assessments not due as fudher specified in the Right to Contest paragraph. Righ! to Contest. Grantor may withhold payment of any tax, assessment, or claim in conneclion with a good faith dispute over the obligalion to pay, so long as Lender's interest in Ihe Properly is nol jeopardized. If a lien arises or is filed as a result of nonpayment, Grantor shall within fifteen (15) days atter the lien arises or, if a lien is filed, wilhin fifteen (15) days after Grantor has notice of the filing, secure the discharge of the lien, or if requested by Lender, deposil with Lender cash or a sufficient corporate surety bond or olher security satisfactory Io Lender in an amounl sufficient lo discharge Ihe lien plus any costs and attorneys' fees, or olher charges lhal could accrue as a resull of a foreclosure or sale under the lien. In any contest, Grantor shall defend itself and Lender and shall satisfy any adverse judgment before enforcement against the Properly. Grantor shall name Lender as an additional obligee under any surety bond furnished in the contest proceedings. Evidence of Payment. Grantor shall upon demand furnish to Lender satisfactory evidence oi' payment of the taxes or assessmenls and shall aulhorize the appropriate governmenlal official to deliver to Lender at any time a written statemenl of the taxes and assessments against the Property. Nolice of Conslructlon. Granlor shall notify Lender at leasl fifteen (15) days before any work is commenced, any services are furnished, or any materials are supplied to the Properly, if any mechanic's lien, malerialmen's lien, or other lien could be asseded on account of the work, services, or malerials and the cost exceeds $5,000.00. Granlor will upon request of Lender furnish to Lender advance assurances satisfactory lo Lender Ihat Grantor can and will pay Ihe cost of such improvements. PROPERTY DAMAGE INSURANCE. The following provisions relating to insuring lhe Property are a pad of lhis Modgage: Mainlenance o! Insurance. Grantor shall procure and maintain policies of fire insurance with standard extended coverage endorsements on a replacement basis for the full insurable value covering all Improvements on the Real Property in an amount sufficient to avoid applicalion of any coinsurance clause, and with a slandard modgagee clause in favor of Lender. Grantor shall also procure and maintain comprehensive general liability insurance in such coverage amounts as Lender may request with Lender being named as additional insureds in such liability insurance policies. Additionally, Grantor shall mainlain such other insurance, including but not limited to hazard, business interruption and boiler insurance as Lender may require. Policies shall be written by such insurance companies and in such form as may be reasonably acceptable to Lender. Loan No: 275122100 MORTGAGE (Continued) z~ .[ ,,~ Page 3 Grantor shall deliver to Lender cedificates of coverage from each insurer containing a stipulation lhat coverage will not be cancelled or diminished without a minimum of thirty (30) days' prior 'written notice 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 favor of Lender will not be impaired in any way by any act, omission or default of Grantor or any other person. Should Ihe Real Properly be located in an area designated by lhe Director of lhe Federal Emergency Management Agency as a special flood hazard area, Grantor agrees to obtain and maintain Federal Flood Insurance, if available, within 45 days after notice is given by Lender that the Property is Iocaled in a special flood hazard area, for the full unpaid principal balance of the loan and any prior liens on the property securing the loan, up to the maximum policy limits set under the National Flood Insurance Program, or as olherwise required by Lender, and Io maintain such insurance for lhe lerm of the loan. Application of Proceeds. Grantor shall promptly notify Lender of any loss or damage to the Property if the estimaled cosl of repair or replacement exceeds $5,000.00. Lender may make proof of loss if Grantor fails 1o do so within fifteen (15) days of the casualty. Whether or not Lender's security is impaired, Lender may, at Lender's election, receive and retain the proceeds of any insurance and apply the proceeds to the reduction of the Indebledness, paymenl of any lien affecting Ihe Property, or lhe resloration and repair of the Properly. If Lender elects to apply the proceeds Io reslorafion 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 expendilure, pay or reimburse Grantor from the proceeds for the reasonable cost of repair or resloration if Grantor is not in detaull under this Modgage. Any proceeds which have nol been disbursed within 180 days after lheir receipl 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 Modgage, 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 after payment in full of the Indebtedness, such proceeds shall be paid Io Granlor as Grantor's interests may appear. Compliance wilh Exisling Indebtedness. During lhe period in which any Existing Indebtedness described below is in effect, compliance wilh the insurance provisions contained in the instrumenl evidencing such Existing Indebledness shall conslitute compliance with the insurance provisions under this Modgage, lro lhe extent compliance with the terms of lhis Modgage would constitute a duplication of insurance requirement. It any proceeds from the insurance become payable on loss, the provisions in this Modgage for division of proceeds shall apply only to that podion of the proceeds not payable Io the holder of lhe Existing Indebledness. LENDER'S EXPENDITURES. If any action or proceeding is commenced thai would materially a~fecl Lender's interest in the Property or if Grantor fails lo comply with any provision ot lhis Modgage or any Related Documents, including but nol limited to Granlor's failure to comply with any obligation to maintain Existing Indebtedness in good standing as required below, or to discharge or pay when due any amounts Grantor is required lo discharge or pay under this Mortgage or any Related Documents, Lender on Granlor's behalf may (but shall not be obligated to) lake any aclion that Lender deems appropriate, including but not limited to discharging or paying all taxes, liens, security interests, encumbrances and other claims, al any lime levied or placed on lhe 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 al the rate charged under the Note from Ihe date incurred or paid by Lender to the date of repayment by Grantor. All such expenses will become a pad of the Indebledness and, at Lender's option, will (A) be payable on demand; (B) be added to the balance of the Nole and be apportioned among and be payable with any inslallmenl payments Io become due dudng either (1) the term of any applicable insurance policy; or (2) the remaining term of the Note; or (C) be treated as a balloon paymenl which will be due and payable al the Nole's maturity. The Modgage also will secure payment of lhese amounls. Such right shall be in addition to all other righls and remedies to which Lender may be entitled upon Default. WARRANTY; DEFENSE OF TITLE. The following provisions relating 1o ownership of lhe Property are a pad of this Modgage: Title. Grantor warrants that: (a) Granlor holds good and marketable lille of record Io lhe Property in fee simple, tree and clear of all liens and encumbrances other than Ihose set forth in the Real Property description or in the Existing Indebtedness section below or in any lille insurance policy, title repod, or final title opinion issued in favor of, and accepted by, Lender in connection with this Modgage, and (b) Grantor has lhe full right, power, and aulhority to execute and deliver this Mortgage Io Lender. Defense of Tille. Subject to the exception in the paragraph above, Grantor warranls and will forever defend lhe title to the Property against the lawful claims of all persons. In the event any action or proceeding is commenced that questions Grantor's lille or the interest of Lender under lhis Modgage, Grantor; shall defend the action at Grantor's expense. Grantor may be the nominal party in such proceeding, but Lender shall be entitled to padicipale in the proceeding and to be represented in the proceeding by counsel of Lender's own choice, and Grantor will deliver, or cause 1o be delivered,Jo Lender such instruments as Lender may request from time lo lime Io permit such participation. Compliance With Laws. Granlor warrants thai the Property and Grantor's use of the Property complies with all existing applicable laws, ordinances, and regulations of governmental authorities. Survival of Representalions and Warranties. All representations, warranties, and agreements made by Grantor in Ihis Modgage shall survive the execution and delivery of this Modgage, shall be continuing in nature, and shall remain in full force and effect until such time as Borrower's Indebtedness shall be paid in full. EXISTING INDEBTEDNESS. The following provisions concerning Existing Indebledness are a part of this Modgage: Existing Lien. The lien of this Modgage securing lhe Indebtedness may be secondary and inferior to an existing lien. Grantor expressly covenants and agrees to pay, or see lo the payment of, lhe Existing Indebtedness and 1o prevent any default on such indebtedness, any default under the inslrumenls evidencing such indebtedness, or any default under any security documents for such indebledness. No Modification. Grantor shall not enter into any agreement with lhe holder of any modgage, deed of Irust, or other secudb/agreement which has priority over lhis Mortgage by which that agreement is modified, amended, extended, or renewed without the prior written consenl of Lender. Grantor shall neither request nor accept any future advances under any such security agreement wilhout the prior writlen consent of Lender. CONDEMNATION. The following provisions relaling to condemnation proceedings are a pad of Ihis Modgage: Proceedings. If any proceeding in condemnation is filed, Grantor shall promptly notify Lender in writing, and Grantor shall promplly lake such steps as 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 paHicipale in the proceeding and to be represented in the proceeding by counsel of ils own choice, and Grantor will deliver or cause to be delivered Io Lender such instruments and documentation as may be requested by Lender from time lo time to permit such participation. Application of Nel Proceeds. If all or any pall of Ihe Property is condemned by eminent domain proceedings or by any proceeding or purchase in lieu of condemnation, Lender may al its election require lhat all or any podion of lhe net proceeds of the award be applied lo Ihe Indebledness or the repair or resloration of the Properly. The net proceeds of lhe award shall mean the award after payment of all reasonable costs, expenses, and attorneys' fees incurred by Lender in connection wilh the condemnation. IMPOSITION OF TAXES, FEES AND CHARGES BY GOVERNMENTAL AUTHORITIES. The following previsions relating to governmenlal taxes, fees Loan No: 275122100 MORTGAGE (Continued) Page 4 and charges are a pad of this Modgage: Current Taxes, Fees and Charges. Upon request by Lender, Grantor shall execute such documents in addition Io this Modgage and take whalever other action is requested by Lender to perfect and continue Lender's lien on the Real Property. Granlor shall reimburse Lender for all laxes, as described below, logelher with all expenses incurred in recording, perfecting or conlinuing this Modgage, including without limitalion all faxes, fees, documentary stamps, and olher charges for recording or registering Ihis Modgage. Taxes. The following shall constitule taxes lo which this section applies: (1) a specific tax upon lhis type Of Modgage or upon all or any pad of the Indebledness secured by this Modgage; (2) a specific tax on Borrower which Borrower is aulhorized or required to deduct from payments on the Indebtedness secured by this type of Modgage;' (3) a tax on this type of Modgage chargeable against the Lender or the holder of lhe Nole; and (4) a specific lax on all or any podion of lhe Indebtedness or on payments of principal and inleresl made by Borrower. Subsequenl Taxes. If any tax to which lhis section applies is enacted subsequent 1o lhe date of lhis Modgage, lhis event shall have Ihe same effect as an Event of Default, and Lender may exercise any or all of ils available remedies for an Event of Defaull as provided below unless Granlor either (1) pays the lax before it becomes delinquent, or (2) contests the tax as provided above in the Taxes and Liens section and deposits wilh Lender cash or a sufficient corporate surety bond or other security salisfaclory to Lender. SECURITY AGREEMENT; FINANCING STATEMENTS. The following provisions relaling to this Modgage as a security agreemenl are a part of lhis Mortgage: Securily Agreemenl. This instrument shall conslitule a Security Agreement to the extent any of lhe Properly constilules tixtures, and Lender shall have all of the rights of a secured party dnder the Uniform Commercial Code as amended from time to time. Securily Inleresl. Upon requesl by Lender, Granlor shall execute financing statements and take whatever other action is requested by Lender to perfecl and continue Lender's security interest in the Rents and Personal Property. In addition lo recording this Modgage in lhe real property records, Lender may, at any time and withoul fudher authorization from Grantor, file execuled counlerpads, copies or reproductions of this Modgage as a financing statement. Grantor shall reimburse Lender for all expenses incurred in perfecting or continuing Ihis security interest. Upon default, Granlor shall not remove, sever or detach Ihe Personal Property from the Properly. Upon defaull, Granlor shall assemble any Personal Property not affixed lo the Properly in a manner and al a place reasonably convenienl to Granlor and Lender and make il available Io Lender within three (3) days after receipt of written demand from Lender to Ihe extenl permilled by applicable law. Addresses. The mailing addresses of Grantor (deblor) and Lender (secured party) from which information concerning the security interest granted by lhis Modgage may be oblained (each as required by lhe Uniform Commercial Code) are as slated on the first page of Ihis Modgage. FURTHER ASSURANCES; ATTORNEY-IN-FACT. The following provisions relating to furlher assurances and atlorney-in-fact are a part of lhis Mortgage: Furlher Assurances. Al any lime, and from time to lime, upon requesl of Lender, Grantor will make, execule and deliver, or will cause to be made, executed or delivered, to Lender or Io Lender's designee, and when requesled by Lender, cause Io be ~iled, recorded, refiled, or rerecorded, as the case may be, al such times and in such offices and places as Lender may deem appropriale, any and all such mortgages, deeds of trusl, security deeds, security agreemenls, financing slalements, continuation statements, instruments of fudher assurance, cedificates, and other documents as may, in the sole opinion of Lender, be necessary or desirable in order lo effecluate, complete, perfect, continue, or preserve (1) Borrower's and Grantor's obligations under the Note, Ibis Mortgage, and the Related Documents,. and (2) the liens and secudly inlerests crealed by this Mortgage on the Property, whether now owned or hereafter acquired by Grantor. Unless prohibited by law or Lender agrees to the contrary in writing, Granlor shall reimburse Lender for all costs and expenses incurred in connection with the matters relerred lo in lhis paragraph. Attorney-in:Fact. If Grantor fails to do any of the things referred to in the preceding paragraph, Lender may d° so for and in the name of Grantor and at Grantor's expense. For such purposes, Granlor hereby irrevocably appoints Lender as Granlor'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 matters referred to in the preceding paragraph. FULL PERFORMANCE. It Grantor shall slriclly perform all of Granlor's obligations under the Guaranty and otherwise performs all the obligations imposed upon Grantor under this Modgage, Lender shall execule and deliver to Grantor a suitable satisfaction of this Mortgage and suitable slatemenls of lermination of any financing slatemenl on file evidencing Lender's security interest in the Rents and lhe Personal Property. Granlor will pay, if permitted by applicable law, any reasonable termination fee as determined by Lender trom lime 1o time. EVENTS OF DEFAULT. Each of lhe following, at Lender's option, shall constitule an Event of Default under this Modgage: Paymenl Defaull. Borrower lails to make any payment when due under the Indebtedness. Default on Other Payments. Failure of Grantor within the time required by this Modgage 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 Defaults. Borrower or Grantor fails to comply with or Io perform any other term, obligafion, covenant or condition contained in this Mortgage or in any of the Related Documents or lo comply with or to perform any form, obligalion, covenant or condition conlained in any other agreement between Lender and Borrower or Grantor. Default in Favor of Third Parltes. Should Borrower or any Grantor defaull under any loan, extension of credit, security agreemenl, purchase or sales agreement, or any other agreement, in favor of any other creditor or person that may maledally affecl any of Borrower's or any Grantor's properly or Borrower's ability to repay the Indebtedness or Borrower's or Grantor's ability Io perform their respective obligations under lhis Mortgage or any relaled document. False Statemenls. Any warranty, representation or slalement made or furnished to Lender by Borrower or Grantor or on Borrower's or Grantor's behalf under lhis Modgage or the Related Documents is false or misleading in any material respect, either now or al the time made or furnished or becomes false or misleading at any time thereafter. Defective Collaleralization. This Modgage or any of the Relaled Documents ceases to be in full force and effect {including failure of any collateral documenl Io create a valid and perfected security interest or lien) at any time and for any reason. Insolvency. The dissolulion or termination of Borrower's or Grantor's existence as a going business, the insolvency of Borrower or Grantor, the appointment of a receiver for any part of Borrower's or Grantor's property, any assignment for lhe benefit of creditors, any type of creditor workout, or Ihe commencemenl of any proceeding under any bankruptcy or insolvency laws by or againsl Borrower or Grantor. Loan No: 275122100 MORTGAGE (Continued) Page 5 Creditor or Forfeiture Proceedings. Commencement of foreclosure or forfeiture proceedings, whelher by judicial proceeding, self-help, repossession or any olher method, by any creditor of Borrower or Grantor or by any governmenlal agency against any property securing Ihe Indebledness. This includes a garnishment of any of Borrower's or Grantor's accounts, including deposit accounts, wilh Lender. However, this Event of Default shall not apply it there is a 9odd faith dispute by Borrower or Grantor as Io lhe validity or reasonableness of the claim which is Ihe basis of the credilor or forfeiture proceeding and if Borrower or Grantor gives Lender written notice of the credilor or forfeiture proceeding and deposits, with Lender monies or a surety bond for the credilor or forfeilure proceeding, in an amount determined by Lender, in ils sole discretion, as being an adequate reserve or bond for the dispute. Existing Indebtedness. The paymenl ot any installment of principal or any interesl on lhe Existing Indebledness is not made within the time required by lhe promissory hole evidencing such indebtedness, or a default' occurs under Ihe inslrument securing such indebtedness and is not cured during any applicable grace period in such instrument, or any suit or other action is commenced 1o foreclose any exisling lien on the Property. Breach of Other Agreement. Any breach by BOrrower or Grantor under the terms of any other agreement between Borrower or Granlor and Lender Ihat is not remedied wilhin any grace period provided lherein, including wilhout limilation an,/agreement concerning any indebtedness or other obligation ot Borrower or Granlor Io Lender, whether existing now or later. Events Affecling Guarantor. Any of Ihe preceding events occurs with respect Io any Guarantor of any of the Indebtedness or any Guaranlor dies or becomes incompelent, or revokes or disputes the validity of, or liability under, any Guaranty of Ihe Indebtedness. Adverse Change. A malerial adverse change occurs in Grantor's financial condition, or Lender believes the prospect of payment or performance of lhe Indebledness is impaired. RIGHTS AND REMEDIES ON DEFAULT. Upon the occurrence of an Evenl of Delault and al any time thereafter, Lender, al Lender's Option, may exercise any one or more of lhe following rights and remedies, in addition to any other righls or remedies provided by law: Accelerate Indebtedness. Lender shall have the right at its option without notice to Grantor to declare lhe enlire Indebledness immediately due and payable, including any prepayment penalty which Grantor would be required lo pay. UCC Remedies. Wilh respecl lo all or any pad of the Personal Property, Lender shall have all the righls and remedies of a secured party under the Uniform Commercial Code. Collecl Renls. Lender shall have the righl, without notice to Borrower or Grantor, 1o take possession of the Property, including during the pendency of foreclosure, whether judicial or non-judicial, and collect the Rents, including amounts past due and unpaid, and apply the net proceeds, over and above Lender's costs, against the Indebledness. In [urtherance of this right, Lender may require any tenanl or other user of the Properly to make payments of rent or use fees directly lo Lender. If the Rents are collected by Lender, Ihen Grantor irrevocably designates Lender as Grantor's attorney-in-fact to endorse instruments received in payment thereof in the name of Granlor and lo negotiate the same and collecl lhe proceeds. Payments by tenants or other users to Lender in response to Lender's demand shall satisfy the obligalions for which the paymenls are made, whether or not any proper grounds for the demand exisled. Lender may exercise its rights under Ihis subparagraph either in person, by agent, or through a receiver. Appoint Receiver. Lender shall have the right 1o have a receiver appoinled to take possession of all or any pad of the Property, with the power to protect and preserve the Property, to operale the Properly preceding foreclosure or sale, and to collect lhe Rents from the Property and apply the proceeds, over and above the cost of Ihe receivership, againsl Ihe Indebtedness. The receiver may serve without bond if permitted by law Lender's right to the appointment of a receiver shall exisl whether or nol the apparenl value of the Property exceeds the Indebtedness by a substantial amount. Employment by Lender shall nol disqualify a person from serving as a receiver. Judicial Foreclosure. Lender may oblain a judicial decree foreclosing Grantor's inlerest in all or any part Of lhe Properly. Nonjudicial Sale. Lender may foreclose Grantor's interesl in all or in any pad of the Property by non-judicial sale, and specifically by "power of sale" or "advedisement and sale" foreclosure as provided by statule. Deficiency Judgment. If permitted by applicable law, Lender may obtain a judgment for any deficiency remaining in the Indebtedness due to Lender after application of all amounts received from the exercise of Ihe rights provided in lhis section. Tenancy al Sufferance. 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 a tenanl al sufferance of Lender or the purchaser of the Property and shall, at Lender's option, eilher (1) pay a reasonable rental for the use of lhe Property, or (2) vacate the Properly immediately upon the demand of Lender. Other Remedies. Lender shall have all other rights and remedies provided in this Modgage or Ihe Note or available at law or in equity. Sale of the Property. To the extenl permitled by applicable law, Borrower and Granlor hereby waives any and all dghl to have the Property marshalled. In exercising its righls and remedies, Lender shall be free to sell all or any part of the Property logelher or separately, in one sale or by separale sales. Lender shall be entitled to bid al any public sale on all or any podion of the Properly. 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 wh!ch any private sale or other intended disposilion of the Personal Property is to be made. Reasonable notice shall mean notice given al least len (10) 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. Eleclion of Remedies. Election by Lender to pursue any remedy shall not exclude pursuit of any other remedy, and an election to make expenditures or Io take action Io perform an obligation of Grantor under this Modgage, after Grantor's failure to perform, shall nol affect Lender's right to declare a default and exercise ils remedies. Nolhing under lhis Modgage or olherwise shall be conslrued so as to limil or restrict lhe rights and remedies available to Lender following an Evenl of Default, or in any way Io limil or restricl the rights and ability of Lender 1o proceed directly against Grantor and/or Borrower and/or againsl any other co-maker, guaranlor, surety or endorser and/or to proceed against any other collateral directly or indirectly securing the Indebtedness. Attorneys' Fees; Expenses. If Lender institutes any suit or action to enforce any of lhe terms of lhis Modgage, Lender shall be enlitled to recover such sum as the coud may adjudge reasonable as attorneys' fees at trial and upon any appeal. Whether or nol any coud action is involved, and to the extent not prohibited by law, all reasonable expenses Lender incurs that in Lender's opinion are necessary al any time for the protection of its interesl or the enforcement of ils rights shall become a pad of the Indebtedness payable on demand and shall bear interest at lhe Note rate from the dale of the expenditure until repaid. Expenses covered by this paragraph include, without limitation, however subject Io any limits under Loan No: 275122100 MORTGAGE (Continued) 4 ! G Page 6 applicable law, Lender's atlorneys' fees and Lender's legal expenses whether or nol Ihere is a lawsuil, including aftorneys' fees and expenses for bankruptcy proceedings (including effods to modify or vacate any automatic stay or injunclion), appeals, and any anticipated post-judgment collection services, Ihe cost of searching records, obtaining title repods (including foreclosure reports), su~eyors' repods, and appraisal fees and title insurance, to the exlent permifted by applicable law. Grantor also will pay any coud costs, in addition Io all other sums provided by law. NOTICES. Any notice required Io be given under this Mortgage, including wilhout IJmilation any notice of default and any nolice of sale shall be given in wriling, and shall be effective when actually delivered, when actually received by lelefacsimile (unless otherwise required by law), when deposiled with a nationally recognized overnighl courier, or, if mailed, when deposited in lhe Uniled States mail, as firsl class, certified or registered mail poslage prepaid, directed to the addresses shown near the beginning of this Modgage. All copies of notices of foreclosure from lhe holder of any lien which has priorify over this Mortgage shall be sent to Lender's address, as shown near lhe beginning of lhis Modgage. Any padY may change its address for nolices under lhis Modgage by giving formal wriften nolice to the olher padies, specifying thai the purpose of the nolice is Io change the party's address. For notice purposes, Grantor agrees to keep Lender informed al all times of Grantor's current address. Unless olherwise provided or required by law, if lhere is more Ihan one Granlor, any notice given by Lender to any Grantor is deemed to be notice given to all Granlors. TRADE NAME DEFINITION. As used herein, and in any Relaled Documenls, the terms National Cooperalive Bank, Ihe "Bank" and "NCB" mean lhe Nalional Consumer Cooperative Bank d/b/a National Cooperative Bank. RIGHT TO CURE. If any default is curable and if Borrower (Grantor) has nol been given a notice of a similar default within the preceding Twelve (12) months, such defaull may be cured (and no Event of Defaull will be deemed Io have occurred) il Borrower (Grantor); (a) in the case of a failure to make any payment on the indebledness when due, makes full paymenl of all indebledness due (excluding indebtedness lhal became due as a result of the default) within Fifteen (15) days of such indebledness' due dale, or (b) in the case of any defaull other than a failure to make payments when due, after acquiring actual notice or knowledge of such default or after receiving notice from Lender demanding cure of such default: (i) cures the default Within Fifteen (15) days, or (ii) if the cure requires more than Fifteen (15) days, immedialely, iniliates and diligently pursues steps which Lender deems in Lender's sole discretion Io be sufficient to produce compliance as soon as reasonably practical. ADDITIONAL MORTGAGE INFORMATION. THIS MORTGAGE IS GIVEN AND ACCEPTED ON THE FOLLOWING TERMS: SECURE THE PERFORMANCE BY THE GRANTOR OF ALL GUARANTIES EXECUTED BY GRANTOR IN FAVOR OF LENDER, INCLUDING WITHOUT LIMITATION THE GUARANTIES ("GUARANTY") EXECUTED BY GRANTOR IN CONNECTION WITH LENDER'S LOAN NUMBER'S 275122100, 27512300 AND 275123200. EXHIBIT "B". An exhibit, lilled "EXHIBIT '.B"," is altached to this Modgage and by Ibis reference is made a pall of this Mortgage just as if all Ihe provisions, terms and conditions of the Exhibit had been fully sel toHh in Ibis Modgage. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a pad of this Modgage: Amendmenls. This Mortgage, logelher with any Related Documents, constitutes the enlire understanding and agreement of the parties as 1o the mailers set fodh in this Modgage. No alleration of or amendment Io lhis Modgage shall be effective unless given in wdting and signed by the party or padies sought to be charged or bound by the alteration or amendment. Annual Reports. If the Property is used for purposes olher than Grantor's residence, Grantor shall furnish to Lender, upon request, a cedified statement of net operaling income received from Ihe Property during Granlor'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 Ihe operation of the Property. Caplion Headings. Caplion headings in Ihis Modgage are for convenience purposes only and are not to be used to interpret or define lhe provisions of this Mortgage. Governing Law. This Mortgage will be governed by, construed and enforced in accordance with federal law and the laws of lhe District of Columbia, except and only Io the exlenl of procedural malters related Io lhe perfeclion and enforcement of Lender's righls and remedies againsl lhe Properly, which malters shall be governed by the laws of the Slale of Wyoming. However, in Ihe event lhal the enforceability or validity of any provision of Ihis Mortgage is challenged or queslioned, such provision shall be governed by whichever applicable stale or federal law would uphold or would enforce such challenged or queslioned provision. The loan Iransaclion which is evidenced by the Nole and Ihis Mortgage has been applied for, considered, approved and made, and all necessary loan documenls have been accepled by Lender in Ihe District of Columbia. Jolnl and Several Liabilily. All obligations of Borrower and Granlor under Ibis Mortgage shall be joint and several, and all references to Granlor shall mean each and every Granlor, and all references to Borrower shall mean each and every Borrower. This means that each Borrower and Granlor..signing below is responsible for all ~bligalions in this Modgage. ' No Wai~er by Lender. Lender shall not be deemed to have waived any rights under this Modgage unless such waiver is given in writing and signed by Lender. No delay or omission on the pad of Lender in exercising any right shall operale as a waiver of such righl or any other dghl. A waiver by Lender of a provision of lhis Mortgage shall not prejudice or constitute a waiver of Lender's righl otherwise lo demand strict compliance wilh that provision or any other provision of this M0dgage. No prior waiver by Lender, nor any course of dealing between Lender and Grantor, shall constitule a waiver of any of Lender's righls or of any of Grantor's obligations as to any future transactions. Whenever lhe consent of Lender is required under this Modgage., the granting of such consent by Lender in any instance shall nol constitule continuing consent lo subsequenl instances where such consenl is required and in all cases such consent may be granled or wilhheld in the sole discretion of Lender. Severability. If a coud of competent jurisdiction finds any provision of this Modgage to be illegal, invalid, or unenforceable as to any person or circumslance, lhat finding shall not make the offending provision illegal, invalid, or unenforceable as Io any other person or circumstance. If feasible, lhe offending provision shall be considered modified so lhal it becomes legal, valid and enforceable. If the offending provision cannot be so modified, il shall be considered deleled from lhis Modgage. Unless otherwise required by law, the illegality, invalidity, or unentorceability of any provision of lhis Modgage shall not affecl lhe legality, validity or enforceability ot any other provision of this Modgage. ' Merger. There shall be no merger of the inleresl or estate created by this Modgage with any olher interest or eslate in lhe Property at any time held by or for the benefit of Lender in any capacity, without the written consent of Lender. Successors and Assigns. Subject to any limitalions slaled in this Modgage on transfer of Granlor's interest, this Modgage shall be binding upon and inure Io lhe benefit of the padies, lheir successors and assigns. If ownership of the Property becomes vested in a person Other lhan Granlor, Lender, without notice Io Grantor, may deal wilh Granlor's successors wilh reference lo this Modgage and lhe Indebledness by way of forbearance or exlension wilhout releasing Granlor from the obligations of this Modgage or liabi!ity under the Indebtedness. Time is of lhe Essence. Time is of the essence in the performance of lhis Mortgage. Loan No: 275122100 MORTGAGE (Continued) 4 .~ '~ Page 7 Waiver of Homestead Exemption. Grantor hereby releases and waives all rights and benefits of the homestead exemption laws of lhe State of Wyoming as lo all Indebledness secured by this Mortgage. DEFINITIONS. The following capitalized words and terms shall have lhe following meanings when used in this Mortgage. Unless specifically stated Io the contrary, all references to dollar amounts shall mean amounls in lawful money of lhe 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 lerms not otherwise defined in this Modgage shall have the meanings attributed to such terms in the Uniform Commercial Code: Borrower. The word "Borrower" means Ace Hardware Home Centers, Inc.; and Edgewater Ace Hardware, LLC, and all olher persons and enlilies signing lhe Note in whalever capacity. Defaull. The word "Default" means the Defaull set fodh in this Modgage in the seclion tilled "Default". Environmental Laws. The words "Environmental Laws" mean any and all state, federal and local statules, regulalions and ordinances relating to the protection of human health or the environment, including withoul limitation lhe Comprehensive Environmenlal Response, Compensation, and Liability Acl of 1980, as amended, 42 U.S.C. Section 9601, et seq. ("CERCLA"), the Superfund Amendments and Reauthorization Acl of 1986, Pub. L. No. 99-499 ("SARA"), lhe Hazardous Materials Transpodation Acl, 49 U.S.C. Section 1801, .et seq., Ihe Resource Conservation and Recovery Act, 42 U.S.C. Section 6901, et seq., or other applicable I'ederal laws, rules, or regulalions adopled pursuanl thereto. Evenl of Default. The words "Event of Default" mean any of the events of default set todh in lhis Mortgage in the evenls of default section of this Modgage. Exisling Indebtedness. The words "Existing Indebtedness" mean lhe indebtedness described in the Existing Liens provision ol' this Mortgage. Granlor. The word "Grantor" means Randal J. Hruska; Pamela J. Hruska; Randal J. Hruska and Pamela J. Hruska, Trustee for Randal J Hruska Living Trust, and any amendments.thereto, dated June 11, 1991; and Pamela J. Hruska and Randal J, Hruska, Trustee for Pamela J Hruska Living Trust, and any amendments thereto, dated. June 11, 1991. Guaranlor. The word "Guarantor" means any guaranlor, surety, or accommodation party of any or al of lhe Indebtedness. Guaranty. The word "Guaranty" means the guaranty from Granlor Io Lender, including withoul limitation a guaranty of all or pad of the Note. Hazardous Substances. The words "Hazardous Substances" mean materials thai, because ot their quantity, concenlration or physical, chemical or infectious characteristics, may cause or pose a present or potential hazard Io human health or the environmenl when improperly used, trealed, stored, disposed of, generated, manufactured, transpoded or otherwise handled. The words "Hazardous Subslances" are used in their very broadest sense and include without limitation any and all hazardous or toxic substances, materials or waste as defined by or lisled under the Environmental Laws. The lerm "Hazardous Substances" also includes, without limitation, petroleum and petroleum by-products or any fraction lhereof and asbestos. Improvements. The word "Improvements" means all existing and future improvemenls, buildings, structures, mobile homes affixed on the Real PrOperty, facilities, additions, replacements and olher construction on the Real Property. Indebledness. The word "lndebledness" means all obligalions of Grantor under the Guaranty, togelher with all renewals of, extensions of, modificalions of, consolidations of and substitulions for the obligations under the Guaranty and any amounts expended or advanced by Lender Io discharge Granlor's obligations or expenses incurred by Lender to enforce Grantor's obligations under this Mortgage, togelher with interest on such amounts as provided in this Modgage. Lender. The word "Lender" means National Cooperalive Bank, ils successors and assigns. Mortgage. The word "Mortgage" means this Mortgage between Granlor and Lender. Note. The word "Note" means the Promissory Note dated February 3, 2003 with an aggregate principal amount of One Million Four Hundred Thirty Five Thousand and No/100 Dollars ($1,435,000.00), from the Borrower to Lender, {ogether with renewals of, extensions of, modifications of, refinancings of, consolidations of and substitutions for the Promissory Note or Agreement. Personal Properly. The words "Personal Properly" mean all equipment, fixlures, and olher articles of personal property now or hereafter owned by Grantor, and now or hereafter attached or affixed to the Real Property; logelher with all accessions, parts, and additions to, all replacements of, and all substitutions tor, any of such property; and Iogether with all proceeds (including without limitation all insurance proceeds and refunds of premiums) from any sale or other disposition of the Property. Property..The word "Property" means collectively the Real Property and lhe Personal Property. Real Property. The words "Real Property" mean the real property, interesls and rights, as fudher described in this Modgage. Relaled Documenls. .The words "Related Documents" mean all promissory notes, credil agreemenls, loan agreements, environmental agreements, guaranties, security agreements, modgages, deeds of Irust, security deeds, collaleral modgages, and all other instruments, agreements and documenls, whether now or hereafter existing, executed in connection wilh the Indebledness. Rents. The word "Rents" means all presenl and tulure rents, revenues, income, issues, royalties, profits, and olher benefits derived from lhe Property. Loan No: 275122100 MORTGAGE . (Continued) Page 8 EACH GRANTOR ACKNOWLEDGES HAVING READ ALL THE PROVISIONS OF THIS MORTGAGE, AND EACH GRANTOR AGREES TO ITS TERMS. GRANTOR: ::~;;I;: ~:~;nA MY . Pamela J. Hrusk~ Iddlvidually R ND PA ELA J. HRUSKA, TRUSTEE FOR RANDAL J HRUSKA LIVING TRUST, AND ANY AMENDMENTs THERETO, DATED JUNE 11, 1991 d_l p . us~J Tr(Js .~1 J. Hru~J~, .... d Living~'amelaTrusl. J' HruS~,and anyTrUsleeamendmentsf°r Randal J Hruska /~-~ ' Pamela J. Hru~/a, Trustee for Randal J Hruska Ihereto, dated Living Trust, and any amendmenls lherelo, daled~/A June 11. 1991 June 11, 1991 PAMELA J-HRUSKAAND RANDAL J, HRUSKA, TRUSTEE FOR PAMELA j HRUSKA LIViNG TRUST, AND ANY AMENDMENTS THERETO, DATED-JUNE 11, ~991 Pamela J..ruska,/~rusll~e of Pamela J'/Flruska and ~,..~j/L~ ' R:andal J..ru~a, 'l'rustee of Pame'l~ J..rus~a and Randal J, Hruska, Truslee for Pamela J Hruska Randal J, Hruska~/Truslee for Pamela J Hruska I~ Living Trust, and any amendmenls lherelo, daled.../~:~ Living Trust, and any amendmenls therelo, daled June 11, 1991 June 11, 1991 ~ , INDIVIDUAL ACKNOWLEDGMENTs-: ..... STATE OF , ; C;OUHTY OF -'.~;;::~!~,;~,~ ~ . - ~ - ~[..,.~ ,'~'~2'~ ', ,RE..~ .JULY 19, ~.~ On this day before me, lhe undersigned Nola~ Public, personally appeared Randal J. Hru~a and Pamela J. Hru~a, Io me known to be the individuals described in and who executed the Modgage, and acknowledged that they signed the Modgage as lheir flee and volunla~ act and d~d, for the uses and purposes therein mentioned. :'ven un~ hand and offl~a,it ~ day of ~~ ,20 ~ -~/ Loan No: 275122100 MORTGAGE (Continued) Page 9 r TRUST ACKNOWLEDGMENT  .' c':::-:~,~T~, OF .-'~{:~:;i::~,:~:, ,re'AlE Of: STATE OF ) · )SS : ~","~ ..... ' ............ ~,~- COUNTY OF ) . . ~.,~.~,,::_..:t ~, On this day of 20 ~ before me, lhe undersigned Nola~ Public, pemonally appeared Randal J Hru~a, Truslee and Pamela ~ ~a, Truslee of Randal J. Hru~ and Pamela J. Hru~a, Truslee for Randal J Hru~a Living Trusl, and any amendmenls lhereto, dated June 11, 1991, and known Io me Io be aulhorized ffuslees or agents of lhe lrusl thai executed lhe Mo~gage and acknowledged lhe Mo~gage to be the free and volunla~ acl and deed of the trusl, by authori~ set foHh in lhe trusl d~umen~ or, by authori~ of statute, for the uses and purposes lhere~ menlion~d, anon oath slaled lhat they are aulhorized Io execute this MoHgage and in facl execuled the M~ge on behalf of t~ frei. ~/ ,~ STATE OF )) SS !': SbEE~/¢A1ER ~:~'it,~';i, li~,~,~. X,~,NC)MiNG ~ ~'?]'~ -:'" ?"h:?''~'~'~ t:XPIRES .JULY 1~. COUNTY OF ) ,~,~ ..,. :::.~m,; On this ~ '~ day of 20 ~ ~ before me Ihe undersigned Notaw Public, pe~onally appeared Pamela J. Hru~a, Truslee and Ran Truslee of Pamela J. Hru~a and Ran~l J, Hm~a, Truslee for Pamela ~ Hru~a Living Trusl, and any amendmenls lherelo, daled June 11, 1991,' and known lo me Io be aulhorized trustees or agents of the trusl that executed the Modgage and acknowledged lhe Modgage ~o be the free and v~unla~ acl and deed of the trust, by authori~ sel lodh in the trust d~umenls or, by exaUth°ri~t of ~le, for the uses and purposes the~in mentio~d' and on oalh stated that Ihey are aulhorized to execute this Mod a e and ~n f ecu ed t¥ ~gage on behalf of th~st. ~ // ~" · g g ' act Ol", PUblic in and for the Sl.l, of ~~[ My commi.,o, expires V-/~'¢ RECORDATION REQUESTED BYe. National Cooperative Bank National Cooperative Bank 1725 Eye Street, N.W. Suile 6OO Washington, DC 20006 WHEN RECORDED MAIL TO: Nalional Cooperative Bank National Cooperative Bank 1725 Eye Slreet, N.W. Suite 6oo Washlngton, DC 20006 SEND TAX NOTICES TO: .National Cooperative Bank Nalional Cooperative Bank 1725 Eye Slreet, N.W. Suite 600 Washin.qlon, DC 20006 SPACE ABOVE THIS LINE IS FOR RECORDER'S USE ONLY EXHIBIT "B" This EXHIBIT "B" is attached to and by this reference is made a pall of the Mortgage, daled February 3, 2003, and executed in conneclion wilh a loan or other financial accommodalions belween NATIONAL COOPERATIVE BANK and Ace Hardware Home Centers, Inc.; and Edgewater Ace Hardware, LLC. The Real Property Tax ID Number are as follows: (1) #10208904 Total 99.60 Acres (2) #9020406 Total 9.6 Acres (3) #10211127 Tolal 40.58 Acres (4) #9020189 Tolal 84 Acres (5) #10211625 Tolal 664.41 Acres (6) #10210366 Tolal 9.51 Acres (7) #10211128 T01al 138.89 Acres. Loan No: 275122100 EXHIBIT "B" (Continued) Page 2 THIS EXHIBIT "B" IS EXECUTED ON FEBRUARY 3, 2003. GRANTOR: .x ~ar{dal J. Hrusk~i, ~dividually Pi~-eira J. H~a[/ln~ually- ' RAND~ J. HRUSKA AND PAMELA J. HRUSKA, TRUSTEE FOR RAND~ J HRUSKA LIVING TRUST, AND ANY AMENDMENTS THER~O~ DAT~ JUNE,11 , 1991 BY: ru~a~ee' of Randal ~ Hru~a and ~:' >;'' Pamela J. Hru~, Truslee for Randal J Hru~a Living Trusl, a~ any amendments lherelo, daled June 11, 1991 - ela J. 'H/_ '~s~, Trusle~ of ~ndal J. I~E'ska and Pamela J. iHrutJ(a, Trustee for Randal J Hruska Living Trust, and any amendments lherelo, dated June 11, 1991 PAMELA J. HRUSKA AND RANDAL J, HRUSKA, TRUSTEE FOR PAMELA J HRUSKA LIVING TRUST, AND ANY AMENDMENTS THERETO, DATED JUNE 11, 1991 'P~mela J."l-l-rb.~a, ;tfuslee of Pame~';J. Hruska~nld Randal J, Hr~lska, Trustee for Pamela J Hruska Living Trusl, and any amendments Iherelo, dated "'-.J/u~e 11, 1991 / j Randal J.-Rr~.sk~, ?'rusiee of Pa~-e~a J. Hruska and Randal J, I~uska, Trustee fOr Pamela J Hruska Living Trusl, and any amendments therelo, daled June 11, 1991 Parcel B' Parcel C: TracL2 Parcel A: Parcel B: EXHIBIT A NI/2N½SE ¼ of Section 9, T31N RllgW of fl~e 6th P.M., Lincoln County, Wyoming. Commencing at a point 40 rods South and 20 rods West from file Southeast comer of the NE~ of Section 9, T31N RllgW of ~he 6th P.M., LincOln County, Wyoming, and running thence West 140 rods; thence South 47 rods; thence East 19 rods, more or less to the intersection of GeOrge Cmnpbell Irrigation Ditch with CroTM Creek Canal; thence meandering along the South bank of the said Crow Creek Canal to file point of begimling. 122_ SEtAlXIE~ of Section 9, T31N Rll9W of the 6th P.M., Lincoln County, Wyoming, EXCEPTING THEREFROM the ,following described land: Commencing at a point 30 rods West from the Northeast corner of the. SE ¼ NE tfi of said Section 9 and running thence South 16 rods; thence West 15 rods; thence North 16 rods; thence East 15 rods'to the point of begi~ming. Part of Section 10, T31N R119W of the 6th P.M., Lincoln County, Wymning, described as foll0ws: Conunencing at the Northwest corner of the SW ¼ NW~A of said Section 10 and minting thence South 80 rods'; thence East 6 rods; ' thence North 40. rods; - thence West 2 rods; thence North 40 rods; thence West 4 rods to the point of beginning. EXCEPTING THEREFROM fire following described land: That part of the SEI~4NE¼ of Section 9 and that part of the SW¼NW¼ of Section 10 of T31N Rll9W of Lincoln County, Wyoming, being- part o( that tract of record in file Office of the Clerk of Lincoln County in Book 323PR on page 364, described as follows: Beginning at fire northeast corner of said SEINE¼, found as described in the Corner Record filed in said Office; thence S 89038.2' W, 435.00 feet, along the North line of said SEt/~NE~ to a spike; thence S 00°25.0' W, 258.04 feet tO a point; thence S 89034.0' E, 500.98 feet to a point on the east line.of said tract of 'record; thence N 00o26'.0' E, 264.48 feet, along said east line, to a spike on the north line of said SW ¼ NW ~; thence N 89054.3' W, 66.10 feet, along said north line, to the point of begi~ming. Parcel 2 ' That part of the NE¼ and the part of the S~,6 of Section 35, T32N RIIgW of the 6th P.M., Lincoln County; Wyoming, being part of the tract of record in the Office of the Clerk of Lincohi County in Book 448PR on page 379 described as follows: Beginning at the southeast Corner of the SW¼ of said Section 35; thence S 89050'05'' W, 643.99 feet, along the south line of said SW¼, identical with the Centerline of Papworth County Road No. 12-145, to a spike; thence N 00°41'46" E, 30.00 feet to a point under an existing fence line and on the northerly right of way line of said Papworth County Road; thence coursing along said fence line as follows; continuing,.N 00°41'46" E, 1752.57 feet, to a point at a fence corner; S 88025'39" E, 955.16 feet to a point at a fence corner; N 00046'22'' E, 897.98 feet to a point on an existing east/west irrigation pipeline and leave said fence line;' thence N 89°42'11'. E, 994.87 feet, along said irrigation pipeline, in part, to a'point under an existing north/south fence line; thence coursing along said fence line as follows: .~. S 00o35'28" W, 678.66 feet to a point; S 00o15'08'' W, 1129.30 feet to a point; S 00020'16'' W, 815.82 feet to a point on said northerly right of way line and leave said fence line; thence continuing, S 00°20' 16" N; 30.00 feet to the southeast corner of the SW¼SE¼ of said Section 35; thence S 89050'23'' W, 1322.48 feet, along the south lineof said SW¼SE¼, identical with the centerline of said Papworth County Road to the Corner of Begimfing. Parcel 3 Tlie N'/2SVzSW¼NW¼ of Section 8, Wyoming. T30N Rll8W of the 6th P.M., Lincoln County, Parcel-4 T31N R119W of the 6th P.M. Lincoln County, Wyoming Section 7: NE¼, WlASE¼, Lots 2 and 3; Section 18: Lot 2; Section 5: SW¼ and WV2SE¼; Section 8: Lots 1, 2 and 3; Section 6: Commencing at a.p~int which is the Northeast corner of the SE ¼SE ¼ of Section 6 and running ~",thence South 80 rods, thence West 80 rods, thence in a northeasterly direction -to the point of beginning.