Exhibit 10.2


 


Assessor’s
Parcel No. 191-01-511-008


 


 


This
instrument prepared by and after recording return to:


Karal
A. Presley


U.S.
BANK N.A.


COLLATERAL
DEPARTMENT


P.
O. BOX 5308


PORTLAND,
OR 97228-5308


1842832664


Mail
tax statements to the Grantor at the Grantor’s address set

forth in this Deed of Trust.


 


	
  

  	
  NEVADA DEED OF TRUST, SECURITY AGREEMENT

  	
   

  
	
  AND ASSIGNMENT OF RENTS AND LEASES

  	
   

  
	
  (INCLUDING FIXTURE FILING UNDER
  UNIFORM COMMERCIAL CODE)

  	
   

  



 


This Nevada Deed of Trust, Security Agreement and Assignment of Rents
and Leases (Including Fixture Filing Under Uniform Commercial Code) (“Deed of Trust”) is made and entered into by the undersigned
borrower(s), guarantor(s) and/or other obligor(s)/pledgor(s) (collectively
the “Grantor”) in favor of U.S. BANK TRUST COMPANY, N.A., having a mailing address at 555 SW OAK, PORTLAND, OR 97204 (the “Trustee”), for
the benefit of U.S. BANK N.A. (the “Beneficiary”), as of the date set forth below.


 


ARTICLE I. CONVEYANCE/MORTGAGED PROPERTY


 


1.1  Grant of Deed  of Trust/Security Interest.  IN
CONSIDERATION OF FIVE DOLLARS ($5.00) cash in hand paid by the Trustee or
Beneficiary to the Grantor, and the financial accommodations from the
Beneficiary to the Grantor as described below, the Grantor has bargained, sold,
conveyed and confirmed, and hereby grants, bargains, sells, conveys and
confirms, unto Trustee, its successors and assigns, for the benefit of the
Beneficiary, the Mortgaged Property (defined below) in trust with power of sale
to secure all of the Grantor’s Obligations (defined below) to the Beneficiary.
The intent of the parties hereto is that the Mortgaged Property secures all
Obligations of the Grantor to the Beneficiary, whether now or hereafter
existing, between the Grantor and the Beneficiary or in favor of the Beneficiary,
including, without limitation, any note, any loan or security agreement, any
lease, any other mortgage, deed of trust or other pledge of an interest in real
or personal property, any guaranty, any letter of credit or reimbursement
agreement or banker’s acceptance, or any other agreement, whether or not
enumerated herein, which specifically evidences or secures the Obligations
(together and individually, the “Loan Documents”).
The parties further intend that this Deed of Trust shall operate as a security
agreement with respect to those portions of the Mortgaged Property which are
subject to Article 9 of the Uniform Commercial Code.


 


1.2  “Mortgaged Property”  means
all of the following, whether now owned or existing or hereafter acquired by
the Grantor, wherever located: all the real estate described below or in Exhibit A attached hereto (the “Land”),
together with all buildings, structures, standing timber, timber to be cut,
fixtures, equipment, inventory and furnishings used in connection with the Land
and improvements; all materials, contracts, drawings and personal property
relating to any construction on the Land; and all other improvements now or
hereafter constructed, affixed or located thereon (the “Improvements”)
(the Land and the Improvements collectively the “Premises”);
TOGETHER with any and all easements, rights-of-way, licenses, privileges, and
appurtenances thereto, and any and all leases or other agreements for the use
or occupancy of the Premises, all the rents, issues, profits or any proceeds
therefrom and all security deposits and any guaranty of a tenant’s obligations
thereunder (collectively the “Rents”); all
awards as a result of condemnation, eminent domain or other decrease in value
of the Premises and all insurance and other proceeds of the Premises.


 


The
Land is described as follows (or in Exhibit A hereto if the description
does not appear below):


 


1309
Imperia Drive, Henderson, NV 89052, more fully described as follows:


 


Lot
Eight (8) in Block One (1) of Severn Hills-Parcel J, as shown on the
map thereof on file in Book 79, of Plats, Page 56, in the office of the
County Recorder of Clark County, Nevada.


 


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o  Being the same land conveyed to
Grantor by Deed recorded in                             Book                 ,
Page                    ,
in the office of the County Recorder of                                      
County, Nevada, on                                   .


 


o  The legal description of the land has been prepared by
                                                                        
with a mailing address of
                                                                                                                                .


 


1.3  “Obligations” means all loans by the Beneficiary to American Wagering, Inc. evidenced by a note or notes dated 12/31/08, in the initial principal amount(s) of $500,000.00, and any
extensions, renewals, restatements and modifications thereof and all principal,
interest, fees and expenses relating thereto (the “Note”);
and also means all other loans or advances to the Grantor from the Beneficiary
and all other obligations of the Grantor to the Beneficiary, when the
promissory note or other document evidencing the loan, advance or obligation
(as modified, amended, extended, renewed or replaced) specifically states that
payment and performance thereof are secured by this Deed of Trust, whether such
Obligations are now or hereafter existing or incurred, whether liquidated or unliquidated,
and whether absolute or contingent; and principal, interest, fees, expenses and
charges relating to any of the foregoing, including, without limitation, costs
and expenses of collection and enforcement of this Deed of Trust, attorneys’
fees of both inside and outside counsel and environmental assessment or
remediation costs. The interest rate and maturity of such Obligations are as
described in the documents creating the indebtedness secured hereby.


 


	
  1.4  Homestead. The Premises

  	
  are

  	
   the
  homestead of the Grantor. If so, the Grantor releases and waives all

  
	
   

  	
  (are) (are not)

  	
   

  



rights
under and by virtue of the homestead exemption laws of the State of Nevada.


 


ARTICLE II. WARRANTIES AND COVENANTS


 


In addition to all other warranties and covenants of the Grantor under the
Loan Documents which are expressly incorporated herein as part of this Deed of
Trust, including the covenants to pay and perform all Obligations, and while
any part of the credit granted the Grantor under the Loan Documents is available
or any Obligations of the Grantor to the Beneficiary are unpaid or outstanding,
the Grantor continuously warrants to the Beneficiary and the Trustee and agrees
as follows:


 


2.1  Warranty of Title/Possession.  The
Grantor warrants that it has sole and exclusive title to and possession of the
Premises, excepting only the following “Permitted Encumbrances”;
restrictions and easements of record, and zoning ordinances (the terms of which
are and will be complied with, and in the case of easements, are and will be
kept free of encroachments), taxes and assessments not yet due and payable and
those Permitted Encumbrances set forth on Exhibit B attached hereto (except that if no Exhibit B is
attached, there will be no additional Permitted Encumbrances). The lien of this
Deed of Trust, subject only to Permitted Encumbrances, is and will continue to
be a valid first and only lien upon all of the Mortgaged Property.


 


2.2  Maintenance; Waste; Alteration.  The
Grantor will maintain the Premises in good and tenantable condition and will
restore or replace damaged or destroyed improvements with items of at least
equal utility and value. The Grantor will not commit or permit waste to be
committed on the Premises. The Grantor will not remove, demolish or materially
alter any part of the Premises without the Beneficiary’s prior written consent,
except the Grantor may remove a fixture, provided the fixture is promptly
replaced with another fixture of at least equal utility. The replacement
fixture will be subject to the priority lien and security of this Deed of
Trust.


 


2.3  Transfer and Liens.  The
Grantor will not, without the prior written consent of the Beneficiary, which
may be withheld in the Beneficiary’s sole and absolute discretion, either
voluntarily or involuntarily (a) sell, assign, lease or transfer, or
permit to be sold, assigned, leased or transferred, any part of the Premises,
or any interest therein; or (b) pledge or otherwise encumber, create or
permit to exist any mortgage, pledge, lien or claim for lien or encumbrance


 


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upon
any part of the Premises or interest therein, except for the Permitted
Encumbrances. Beneficiary has not consented and will not consent to any
contract or to any work or to the furnishing of any materials which might be
deemed to create a lien or liens superior to the lien of this Deed of Trust.


 


2.4  Escrow.  After
written request from the Beneficiary, the Grantor will pay to the Beneficiary
sufficient funds at such time as the Beneficiary designates, to pay
(a) the estimated annual real estate taxes and assessments on the Premises; and (b) all property or
hazard insurance premiums when due. Interest will not be paid by the
Beneficiary on any escrowed
funds. Escrowed funds may be commingled with other funds of the Beneficiary.
All escrowed funds are hereby pledged as additional security for the
Obligations.


 


2.5  Taxes, Assessments and Charges.  To
the extent not paid to the Beneficiary under 2.4 above, the Grantor will pay
before they become delinquent all taxes, assessments and other charges now or
hereafter levied or assessed against the Premises, against the Beneficiary
based upon this Deed of Trust or the Obligations secured by this Deed of Trust,
or upon the Beneficiary’s interest in the Premises, and deliver to the
Beneficiary receipts showing timely payment.


 


2.6  Insurance.  The Grantor will continually insure the Premises against such perils or
hazards as the Beneficiary may require, in amounts, with acceptable
co-insurance provisions, not less than the unpaid balance of the Obligations or
the full replacement value of the Improvements, whichever is less. The policies
will contain an agreement by each insurer that the policy will not be
terminated or modified without at least thirty (30) days’ prior written notice
to the Beneficiary and will contain a mortgage clause acceptable to the
Beneficiary; and the Grantor will take such other action as the Beneficiary may
reasonably request to ensure that the Beneficiary will receive (subject to no
other interests) the insurance proceeds from the Improvements. The Grantor
hereby assigns all insurance proceeds to and irrevocably directs, while any
Obligations remain unpaid, any insurer to pay to the Beneficiary the proceeds
of all such insurance and any premium refund; and authorizes the Beneficiary to
endorse the Grantor’s name to effect the same, to make, adjust or settle, in
the Grantor’s name, any claim on any insurance policy relating to the Premises.
The proceeds and refunds will be applied in such manner as the Beneficiary, in
its sole and absolute discretion, determines to rebuilding of the Premises or
to payment of the Obligations, whether or not then due and payable.


 


2.7  Condemnation.  Any
compensation received for the taking of the Premises, or any part thereof, by a
condemnation proceeding (including payments in compromise of condemnation
proceedings), and all compensation received as damages for injury to the
Premises, or any part thereof, shall be applied in such manner as the Beneficiary,
in its sole and absolute discretion, determines to rebuilding of the Premises
or to payment of the Obligations, whether or not then due and payable.


 


2.8  Environmental Matters.  Except
as specifically disclosed by Grantor to Beneficiary in writing prior to the
execution of this Deed of Trust, Grantor represents and warrants as follows.
There exists no uncorrected violation by the Grantor of any federal, state or
local laws (including statutes, regulations, ordinances or other governmental
restrictions and requirements) relating to the discharge of air pollutants,
water pollutants or process waste water or otherwise relating to the
environment or Hazardous Substances as hereinafter defined, whether such laws
currently exist or are enacted in the future (collectively “Environmental  Laws”). The term “Hazardous Substances” will
mean any hazardous or toxic wastes, chemicals or other substances, the
generation, possession or existence of which is prohibited or governed by any
Environmental Laws. The Grantor is not subject to any judgment, decree, order
or citation, or a party to (or threatened with) any litigation or
administrative proceeding, which asserts that the Grantor (a) has violated
any Environmental Laws; (b) is required to clean up, remove or take
remedial or other action with respect to any Hazardous Substances (collectively
“Remedial Action”); or (c) is
required to pay all or a portion of the cost of any Remedial Action, as a
potentially responsible party. Except as disclosed on the Borrower’s environmental
questionnaire provided to the Beneficiary, there are not now, nor to the
Grantor’s knowledge after reasonable investigation have there ever been, any
Hazardous Substances (or tanks or other facilities for the storage of Hazardous
Substances) stored, deposited, recycled or disposed of on, under or at any real
estate owned or occupied by the Grantor during the periods that the Grantor
owned or occupied such real estate, which if present on the real estate or in
soils or ground water, could require Remedial Action. To the Grantor’s
knowledge, there are no proposed or pending changes in Environmental Laws which
would adversely affect the Grantor or its business, and there are no conditions
existing currently or likely to exist while the Loan Documents are in effect
which would subject the Grantor to Remedial Action or other liability. The
Grantor currently complies with and will continue to timely comply with all
applicable Environmental Laws; and will provide the Beneficiary, immediately
upon receipt, copies of any correspondence, notice, complaint, order or other
document from any source asserting or alleging any circumstance or condition
which requires or may require a financial contribution by the Grantor or
Remedial Action or


 


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other
response by or on the part of the Grantor under Environmental Laws, or which
seeks damages or civil, criminal or punitive penalties from the Grantor for an
alleged violation of Environmental Laws. In the event of any such circumstance
or condition, the Grantor agrees, at its expense and at the request of the
Beneficiary, to permit an environmental audit solely for the benefit of the
Beneficiary, to be conducted by the Beneficiary or an independent agent
selected by the Beneficiary and which may not be relied on by the Grantor for
any purpose. This provision shall not relieve the Grantor from conducting its
own environmental audits or taking any other steps necessary to comply with
Environmental Laws.


 


2.9  Assignments.  The
Grantor will not assign, in whole or in part, without the Beneficiary’s prior
written consent, the rents, issues or profits arising from the Premises.


 


2.10  Right of Inspection.  The
Beneficiary may at all reasonable times enter and inspect the Premises.


 


2.11  Waivers by Grantor.  To
the greatest extent that such rights may then be lawfully waived, the Grantor
hereby agrees for itself and any persons claiming under the Deed of Trust that
it will waive and will not, at any time, insist upon or plead or in any manner
whatsoever claim or take any benefit or advantage of (a) any exemption,
stay, extension or moratorium law now or at any time hereafter in force; (b) any
law now or hereafter in force providing for the valuation or appraisement of
the Premises or any part thereof prior to any sale or sales thereof to be made
pursuant to any provision herein contained or pursuant to the decree, judgment
or order of any court of competent jurisdiction; (c) to the extent
permitted by law, any law now or at any time hereafter made or enacted granting
a right to redeem from foreclosure or any other rights of redemption in
connection with foreclosure of, or exercise of any power of sale under, this
Deed of Trust; (d) any statute of limitations now or at any time hereafter
in force; or (e) any right to require marshalling of assets by the
Beneficiary.


 


2.12  Assignment of Rents and Leases.  The Grantor assigns and transfers to
the Beneficiary, as additional security for the Obligations, all right, title
and interest of the Grantor in and to all leases which now exist or hereafter
may be executed by or on behalf of the Grantor covering the Premises and any
extensions or renewals thereof, together with all Rents, it being intended that
this is an absolute and present assignment of the Rents, Notwithstanding that
this assignment constitutes a present assignment of leases and rents, the
Grantor may collect the Rents and manage the Premises, but only if and so long
as a default has not occurred. If a default occurs, the right of Grantor to
collect the Rents and to manage the Premises shall thereupon automatically
terminate and such right, together with other rights, powers and authorizations
contained herein, shall belong exclusively to the Beneficiary. This assignment
confers upon the Beneficiary a power coupled with an interest and cannot be
revoked by the Grantor. Upon the occurrence of a default, the Beneficiary, at
its option without notice and without seeking or obtaining the appointment of a
receiver or taking actual possession of the Premises may (a) give notice
to any tenant(s) that the tenant(s) should begin making payments
under their lease agreement(s) directly to the Beneficiary or its
designee; (b) commence a foreclosure action and file a motion for
appointment of a receiver; or (c) give notice to the Grantor that the
Grantor should collect all Rents arising from the Premises and remit them to
the Beneficiary upon collection and that the Grantor should enforce the terms
of the lease(s) to ensure prompt payment by tenant(s) under the
lease(s). All Rents received by the Grantor shall be held in trust by the
Grantor for the Beneficiary. All such payments received by the Beneficiary may
be applied in any manner as the Beneficiary determines to payments required
under this Deed of Trust, the Loan Documents and the Obligations. The Grantor
agrees to hold each tenant harmless from actions relating to tenant’s payment
of Rents to the Beneficiary.


 


2.13  Fixture Filing.  From
the date of its recording, this Deed of Trust shall be effective as a financing
statement filed as a fixture filing under the Uniform Commercial Code with
respect to the Improvements and for this purpose the name and address of the
debtor is the name and address of the Grantor as set forth in this Deed of Trust
and the name and address of the secured party is the name and address of the
Beneficiary as set forth in this Deed of Trust. The Mortgaged Property includes
goods which are or may become so affixed to real property as to become
fixtures. If any of the Mortgaged Property is of a nature such that a security
interest therein can be perfected under the Uniform Commercial Code, this Deed
of Trust shall also constitute the grant of a security interest to the
Beneficiary and serve as a Security Agreement, and Grantor authorizes the
Beneficiary to file any financing statements and agrees to execute other
instruments that may be required for the further specification, perfection or
renewal of such security interest.


 


ARTICLE III. RIGHTS AND DUTIES OF THE BENEFICIARY


 


In
addition to all other rights (including setoff) and duties of the Beneficiary
under the Loan Documents which are expressly incorporated herein as a part of
this Deed of Trust, the following provisions will also apply:


 


3.1  Beneficiary Authorized to Perform for Grantor.  If
the Grantor fails to perform any of the Grantor’s duties or


 


4

















 


covenants
set forth in this Deed of Trust, the Beneficiary may perform the duties or
cause them to be performed, including, without limitation, signing the
Grantor’s name or paying any amount so required, and the cost, with interest at
the default rate set forth in the Loan Documents, will immediately be due from
the Grantor to the Beneficiary from the date of expenditure by the Beneficiary
to date of payment by the Grantor, and will be one of the Obligations secured
by this Deed of Trust. All acts by the Beneficiary are hereby ratified and
approved, and the Beneficiary will not be liable for any acts of commission or omission,
nor for any errors of judgment or mistakes of fact or law.


 


ARTICLE IV. DEFAULTS AND REMEDIES


 


The
Beneficiary may enforce its rights and remedies under this Deed of Trust upon
default. A default will occur if the Grantor fails to comply with the terms of
any Loan Documents (including this Deed of Trust or any guaranty by the
Grantor) or a demand for payment is made under a demand loan, or the Grantor
defaults on any other mortgage affecting the Land, or if any other obligor
fails to comply with the terms of any Loan Documents for which the Grantor has
given the Beneficiary a guaranty or pledge. Upon the occurrence of a default,
the Beneficiary may declare the Obligations to be immediately due and payable.


 


4.1  Remedies. In addition to the remedies for default set forth below and in the
other Loan Documents, including acceleration, the Beneficiary upon default will
have all other rights and remedies for default available by law or equity. Upon
a default, Beneficiary may exercise the following remedies:


 


(a)  Enforcement of Assignment of Rents and Leases.  Beneficiary
may:


 


(i) terminate the
license granted to Grantor to collect the Rents (regardless of whether
Beneficiary or Trustee shall have entered into possession of the Mortgaged
Property), collect and sue for the Rents in Beneficiary’s own name, give
receipts and releases therefor, and after deducting all expenses of collection,
including reasonable attorneys’ fees, apply the net proceeds thereof to any
Obligations as Beneficiary may elect;


 


(ii) make, modify,
enforce, cancel or accept surrender of any leases, evict tenants, adjust Rents,
maintain, decorate, refurbish, repair, clean, and make space ready for renting,
and otherwise do anything Beneficiary reasonably deems advisable in connection
with the Mortgaged Property;


 


(iii) apply the Rents so
collected to the operation and management of the Mortgaged Property, including
the payment of reasonable management, brokerage and attorneys’ fees, or to the
Obligations; and


 


(iv) require Grantor to transfer and deliver
possession of all security deposits and records thereof to Beneficiary.


 


(b)  Power of Sale.  Beneficiary
may require the Trustee, and the Trustee is hereby authorized and empowered, to
enter and take possession of the Premises and to sell all or part of the
Mortgaged Property, at public auction, to the highest bidder for cash, free
from equity of redemption, and any statutory or common law right of redemption,
homestead, dower, marital share, and all other exemptions, after giving notice
of the time, place and terms of such sale and of the Mortgaged Property to be
sold, in the manner required by applicable law. The Trustee shall execute a
conveyance to the purchaser in fee simple and deliver possession to the
purchaser, which the Grantor warrants shall be given without obstruction,
hindrance or delay. The Trustee may sell all or any portion
of the Mortgaged Property, together or in lots or parcels, and may execute and
deliver to the purchaser or purchasers of such property a conveyance in fee
simple. The Trustee shall receive the proceeds thereof and shall apply the same
as required by applicable law. The sale or sales by Trustee of less than the
whole of the Mortgaged Property shall not exhaust the power of sale herein
granted, and the Trustee is specifically empowered to make successive sale or
sales under such power until the whole of the Mortgaged Property shall be sold;
and if the proceeds of such sale or sales of less than the whole of the
Premises shall be less than the aggregate of the Obligations and the expenses
thereof, this Deed of Trust and the lien, security interest and assignment
hereof shall remain in full force and effect as to the unsold portion of the
Mortgaged Property; provided, however, that Grantor shall never have any right
to require the sale or sales of less than the whole of the Mortgaged Property,
but Beneficiary shall have the right at its sole election, to request the
Trustee to sell less than the whole of the Mortgaged Property. Beneficiary may bid
and become the purchaser of all or any part of the Mortgaged Property at any
such safe, and the amount of Beneficiary’s successful bid may be credited on
the Obligations.


 


(c)  Judicial and Other Relief.  Beneficiary
or Trustee may proceed by a suit or suits in equity or at law, whether for the
specific performance of any covenant or agreement herein contained or in aid of
the execution of any power herein granted, or for any foreclosure hereunder or
for the sale of the Mortgaged Property under the judgment or decree of any
court or courts of competent jurisdiction.


 


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(d)  Entry on Premises; Tenancy at Will.


 


(i) Beneficiary may enter
into and upon and take possession of all or any part of the Mortgaged Property,
and may exclude Grantor, and all persons claiming under Grantor, and its agents
or servants, wholly or partly therefrom; and, holding the same, Beneficiary may
use, administer, manage, operate, and control the Mortgaged Property and may
exercise all rights and powers of Grantor in the name, place and stead of
Grantor, or otherwise, as the Beneficiary shall deem best; and in the exercise
of any of the foregoing rights and powers Beneficiary shall not be liable to
Grantor for any loss or damage thereby sustained unless due solely to the
willful misconduct or gross negligence of Beneficiary.


 


(ii) In the event of a
trustee’s or other foreclosure sale hereunder and if at the time of such sale
Grantor or any other party (other than a tenant under a Lease as to which the
Beneficiary shall have expressly subordinated the lien of this Deed of Trust as
hereinabove set out) occupies the portion of the Mortgaged Property so sold or
any part thereof, such occupant shall immediately become the tenant of the
purchaser at such sale, which tenancy shall be a tenancy from day to day,
terminable at the will of such purchaser, at a reasonable rental per day based
upon the value of the portion of the Premises so occupied (but not less than
any rental theretofore paid by such tenant, computed on a daily basis). An
action of forcible or unlawful detainer shall lie if any such tenant holds over
after receipt of a demand in writing for possession of such portion of the
Premises.


 


(e)  Receiver. Beneficiary may make application to a court of competent jurisdiction,
as a matter of strict right and without notice (unless otherwise required by
applicable law) to Grantor or regard to the adequacy of the Mortgaged Property
for the repayment of the Obligations, for appointment of a receiver of the Mortgaged
Property, and Grantor does hereby irrevocably consent to such appointment. Any
such receiver shall have all necessary and proper powers and duties of
receivers in similar cases, including the full power to rent, maintain and
otherwise operate the Mortgaged Property upon such terms as may be approved by
the court.


 


(f)  Remedies Cumulative, Concurrent and Nonexclusive. If the Obligations are now or hereafter
further secured by chattel mortgages, other deeds of trust, security
agreements, pledges, contracts of guaranty, assignments of leases, or other
security, Beneficiary may, at its option, exhaust its remedies under any one or
more of said instruments and this Deed of Trust, either concurrently or
independently, and in such order as Beneficiary may determine. Beneficiary
shall have all rights, remedies and recourses granted in the Loan Documents and
available to it at law or equity (including, without limitation, those granted
by the Uniform Commercial Code), and same (a) shall be cumulative,
concurrent, and nonexclusive, (b) may be pursued separately, successively
or concurrently against Grantor or others obligated for the Obligations, or any
part thereof or against any one or more of them, or against the Mortgaged
Property, at the sole discretion of Beneficiary, and (c) may be exercised
as often as occasion therefor shall arise, it being agreed by Grantor that the
exercise of or failure to exercise any of same shall in no event be construed
as a waiver or release thereof or of any other right, remedy or recourse.


 


(g)  Waiver by the Beneficiary. The Beneficiary may permit the Grantor to
attempt to remedy any default without waiving its rights and remedies
hereunder, and the Beneficiary may waive any default without waiving any other
subsequent or prior default by the Grantor. Furthermore, delay on the part of
the Beneficiary in exercising any right, power or privilege hereunder or at law
will not operate as a waiver thereof, nor will any single or partial exercise
of such right, power or privilege preclude other exercise thereof or the
exercise of any other right, power or privilege. No waiver or suspension will
be deemed to have occurred unless the Beneficiary has expressly agreed in
writing specifying such waiver or suspension.


 


(h)  Attorneys’ Fees and Other Costs.  Reasonable
attorneys’ fees and other costs incurred in connection with this Deed of Trust
may be recovered by the Beneficiary and included in any sale made hereunder or
by judgment of foreclosure.


 


ARTICLE V. TRUSTEE


 


5.1  Action by Trustee.  The
Trustee named herein shall be clothed with full power to act when action
hereunder shall be required, and to execute any conveyance of the Mortgaged
Property. In the event that the substitution of the Trustee shall become
necessary for any reason, the substitution of a trustee in the place of that
named herein shall be sufficient. The term “Trustee” shall be construed to mean
“Trustees” whenever the sense requires. The necessity of the Trustee herein
named, or any successor in trust, making oath or giving bond, is expressly
waived.


 


5.2  Employment of Agents.  The
Trustee, or any one acting in it’s stead, shall have, in it’s discretion,
authority to employ all property agents and attorneys in the execution of this
trust and/or in the conducting of any sale made pursuant to the terms hereof,
and to pay for such services rendered out of the proceeds of the sale of the
Mortgaged


 


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Property,
should any be realized; and if no sale be made or if the proceeds of sale be
insufficient to pay the same, then Grantor hereby undertakes and agrees to pay
the cost of such services rendered to said Trustee. Trustee may rely on any
document believed by it in good faith
to be genuine. All money received by the Trustee shall, until used or applied
as herein provided, be held in trust, but need not be segregated (except to the
extent required by law), and the Trustee shall not be liable for interest
thereon.


 


5.3  Indemnification of Trustee.  If
the Trustee shall be made a party to or shall intervene in  any action or proceeding
affecting the Mortgaged Property or the title thereto, or the interest of the
Trustee or Beneficiary under this Deed of Trust, the Trustee and Beneficiary
shall be reimbursed by Grantor, immediately and without demand, for all
reasonable costs, charges and attorneys’ fees incurred by them or either of
them in any such case, and the same shall be secured hereby as a further charge
and lien upon the Mortgaged Property.


 


5.4  Successor Trustee.  In
the event of the death, refusal, or of inability for any cause, on the part of
the Trustee named herein, or of any successor trustee, to act at any time when
action under the forgoing powers and trust may be required, or for any other
reason satisfactory to the Beneficiary, the Beneficiary is authorized, either
in its own name or through an attorney or attorneys in fact appointed for that
purpose, by written instrument duly recorded, to name, substitute and appoint a
successor or successors to execute this trust, such appointment to be evidenced
by writing, duly acknowledged; and when such writing shall have been recorded,
the substituted trustee named therein shall thereupon be vested with all the
right and title, and clothed with all the power of the Trustee named herein and
such like power of substitution shall continue so long as any part of the debt
secured hereby remains unpaid. Any successor Trustee may be replaced, at the
option of the Beneficiary, by the original Trustee or a successor Trustee
previously replaced, each such substitution to be made as herein provided.


 


ARTICLE VI. MISCELLANEOUS


 


In
addition to all other miscellaneous provisions under the Loan Documents which
are expressly incorporated as a part of this Deed of Trust, the following
provisions will also apply:


 


6.1  Term of Deed of Trust.  This
Deed of Trust shall continue in full force and effect until this Deed of Trust
is released.


 


6.2  Time of the Essence.  Time
is of the essence with respect to payment of the Obligations, the performance
of all covenants of the Grantor and the payment of taxes, assessments, and
similar charges and insurance premiums.


 


6.3  Subrogation.  The Beneficiary will be subrogated to the lien
of any mortgage or other lien discharged, in whole or in part, by the proceeds
of the Note or other advances by the Beneficiary, in which event any sums
otherwise advanced by the Beneficiary shall be immediately due and payable,
with interest at the default rate set forth in the Loan Documents from the date
of advance by the Beneficiary to the date of payment by the Grantor, and will
be one of the Obligations secured by this Deed of Trust.


 


6.4  Choice of Law.  This
Deed of Trust will be governed by the laws of the state in which the Mortgaged
Property is located. For all other purposes, the choice of law specified in the
Loan Documents will govern.


 


6.5  Severability.  Invalidity or unenforceability of any
provision of this Deed of Trust shall not affect the validity or enforceability
of any other provision.


 


6.6  Entire Agreement.  This
Deed of Trust is intended by the Grantor and the Beneficiary as a final
expression of this Deed of Trust and as a complete and exclusive statement of
its terms, there being no conditions to the full effectiveness of this Deed of
Trust. No parol evidence of any nature shall be used to supplement or modify
any terms.


 


6.7  Joint
Liability; Successors and Assigns.  If there is more than one Grantor, the liability of the Grantors will be
joint and several, and the reference to “Grantor” shall be deemed to refer to
each Grantor and to all Grantors. The rights, options, powers and remedies
granted in this Deed of Trust and the other Loan Documents shall extend to the
Beneficiary and to its successors and assigns, shall be binding upon the
Grantor and its successors and assigns, and shall be applicable hereto and to
all renewals, amendments and/or extensions hereof.


 


6.8  Indemnification.  Except
for harm arising from the Beneficiary’s or the Trustee’s willful misconduct,
the Grantor hereby indemnifies and agrees to defend and hold the Beneficiary
and the Trustee harmless from any and all losses, costs, damages, claims and
expenses (including, without limitation, attorneys’ fees and expenses) of any
kind suffered by or asserted against the Beneficiary or the Trustee relating to
claims by third parties arising out of the financing provided under the Loan
Documents or related to the Mortgaged Property (including, without limitation,
the Beneficiary’s failure to perform its obligations relating to Environmental Matters
described in Section 2.8 above) or


 


7

















 


the
exercise by the Beneficiary or the Trustee of any of their respective powers,
rights and remedies under this Deed of Trust. This indemnification and hold
harmless provision will survive the termination of the Loan Documents and the
satisfaction of this Deed of Trust and Obligations due the Beneficiary.


 


6.9  Notices.  Notice of any record shall be deemed delivered when the record has been
(a) deposited in the United States Mail, postage pre-paid,
(b) received by overnight delivery service, (c) received by telex,
(d) received by telecopy, (e) received through the internet, or (f) when personally delivered.


 


6.10  Release
of Rights of Dower, Homestead and Distributive Share.  Each
of the undersigned hereby relinquishes
all rights of dower, homestead and distributive share in and to the Mortgaged
Property and waives all rights of exemption as to any of the Mortgaged
Property.


 


6.11  Copy.  The
Grantor hereby acknowledges the receipt of a copy of this Deed of Trust,
together with a copy of each promissory note secured hereby, and all other
documents executed by the Grantor in connection herewith.


 


6.12  Usury
Savings Clause.  Notwithstanding anything herein or in the Note to the contrary, no
provision contained herein or in the Note which purports to obligate the
Grantor to pay any amount of interest or any fees, costs or expenses which are
in excess of the maximum permitted by applicable law, shall be effective to the
extent that it calls for the payment of any interest or other sums in excess of
such maximum. All agreements between the Grantor and the Beneficiary, whether
now existing or hereafter arising and whether written or oral, are hereby
limited so that in no contingency, whether by reason of demand for payment of
or acceleration of the maturity of any of the indebtedness secured hereby or
otherwise, shall the interest contracted for, charged or received by the
Beneficiary exceed the maximum amount permissible under applicable law. If,
from any circumstance whatsoever, interest would otherwise be payable to the
Beneficiary in excess of the maximum !awful amount, the interest payable to the
Beneficiary shall be reduced to the maximum amount permitted under applicable
law; and if from any circumstance the Beneficiary shall ever receive anything
of value deemed interest by applicable law in excess of the maximum lawful
amount, an amount equal to any excessive interest shall at the Beneficiary’s
option, be refunded to the Grantor or be applied to the reduction of the
principal balance of the indebtedness secured hereby and not to the payment of
interest or, if such excessive interest exceeds the unpaid balance of principal
indebtedness secured hereby, such excess shall be refunded to the Grantor. This
paragraph shall control all agreements between the Grantor and the Beneficiary.


 


6.13  Riders.  The
rider(s) attached hereto and recorded together with this Deed of Trust are
hereby fully incorporated into this Deed of Trust. [Check applicable box(es)]


 


o  Condominium Rider    x  Second Deed of Trust Rider    o Construction Loan Rider


	
  o  Other(s) (Specify)

  	
   

  



 


[SIGNATURE(S) AND NOTARIZATION ON NEXT PAGE]


 


8

















 


	
  IN
  WITNESS WHEREOF, the undersigned has/have executed this Deed of Trust as of DECEMBER 31, 2008.

  
	
   

  	
   

  
	
  (Individual
  Grantor)

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
  Printed
  Name

  	
  N/A

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
  (Individual
  Grantor)

  	
   

  
	
   

  	
   

  
	
   

  	
   

  
	
  Printed
  Name

  	
  N/A

  	
   

  
	
   

  	
   

  
	
  The
  Victor John Salerno Separate Property Trust,

  Dated 12-11-2001

  	
   

  
	
  Grantor
  Name (Organization)

  	
   

  
	
   

  	
   

  
	
  a

  	
  Nevada
  Revocable Trust

  	
   

  
	
   

  	
   

  
	
  By

  	
  /s/
  Victor John Salerno

  	
   

  
	
  Name
  and Title

  	
  Victor
  John Salerno

  Trustee

  	
   

  
	
   

  	
   

  	
   

  
	
  By

  	
   

  	
   

  
	
   

  
	
  Name
  and Title

  	
   

  	
   

  
	
   

  
	
   

  	
   

  
	
  (Grantor
  Address)

  	
   

  
	
  1309
  Imperia Drive

  	
   

  
	
  Henderson,
  NV 89052

  	
   

  
	
   

  
	
   

  	
   

  
	
  (Beneficiary
  Address)

  	
   

  
	
  555
  SW OAK

  	
   

  
	
  PORTLAND,
  OR 97204

  	
   

  
							



 


 


	
  STATE
  OF

  	
  Nevada

  	
  

  	
   

  
	
   

  	
  SS.

  
	
  COUNTY
  OF

  	
  Clark

  	
   

  
					



 


	
  This
  instrument was acknowledged before me on

  	
  January
  21, 2009

  	
  ,
  by

  	
  Victor John

  	
   Salerno

  
	
   

  	
  (Date)

  	
   

  	
  [(Name(s) of Person(s)]

  	
   

  
	
  as

  	
  Trustee

  
	
   

  	
  (Type of authority, if any, e.g., officer, trustee; if an individual,
  state “a married individual” or “a single individual”)

  
	
  of

  	
  The
  Victor John Salerno Separate Property Trust, Dated 12-11-2001

  
	
   

  	
  (Name of entity on whose behalf the document was executed; use N/A if
  individual)

  
						



 


 


(Notarial
Seal)


	
  

  	
  /s/
  David Lichterman

  
	
  Printed
  Name:

  	
  David
  Lichterman

  
	
  Notary
  Public, State of:

  	
  Nevada

  
	
  My
  commission expires:

  	
  6-8-12

  
	
   

  	
   

  
					



 


9
















 


	
   

  	
  EXHIBIT B TO DEED OF TRUST

  	
   

  
	
   

  	
  (Permitted Encumbrances)

  	
   

  



 


Grantor/Trustor:
The Victor John Salerno
Separate Property Trust, Dated 12-11-2001


 


Trustee:
U.S. BANK TRUST COMPANY,
N.A.


 


Beneficiary:
U.S. BANK N.A.


 


Permitted
Encumbrances:


 


Deed
of Trust to Merrill Lynch dated April 4, 2008, in the amount of
$1,700,000.00


 

















 


	
   

  	
  SECOND DEED OF TRUST RIDER TO DEED OF TRUST

  	
   

  



 


Grantor/Trustor:
The Victor John Salerno
Separate Property Trust, Dated 12-11-2001


 


Trustee: U.S. BANK TRUST
COMPANY, N.A.


 


Beneficiary:
U.S. BANK N.A.


 


The
following provisions are hereby made a part of the Deed of Trust to which this
Rider is attached:


 


Reference is made to that Deed of Trust dated APRIL 4, 2008, in
the amount of $1,700,000.00 given by Grantor/Trustor to  Merrill Lynch (such
Deed of Trust hereafter referred to as the “Existing Deed of Trust”).
Grantor/Trustor represents and warrants that no default has occurred or
presently exists under the Existing Deed of Trust or the note or any agreement
secured thereby and that this Deed of Trust shall not constitute a default
thereunder. Grantor/Trustor covenants and agrees to faithfully perform all
obligations of the Existing Deed of Trust and the note or other agreement
secured thereby. Grantor/Trustor agrees that it will not enter into any
amendment, extension or modification of the Existing Deed of Trust or the note
or any other agreement secured thereby without the prior written consent of
Beneficiary. Grantor/Trustor further agrees to furnish Beneficiary, promptly
after receipt, copies of all notices of default or delinquency received by
Grantor/Trustor from the holder of the Existing Deed of Trust. Grantor/Trustor
further agrees that a default in any of the terms and conditions of the
Existing Deed of Trust or the note or any other agreement secured thereby, or
in the terms and provisions of this paragraph, shall at the option of
Beneficiary constitute a default under this Deed of Trust and the Note. In the
event of any such default in any of the terms and conditions of the Existing Deed
of Trust or the note or any other agreement secured thereby, Beneficiary may in
its discretion and at its sole option cure such default and any sums incurred
or expended relative thereto by Beneficiary shall become immediately due and
payable and shall be secured by the lien of this Deed of Trust with interest at
the default rate specified in the Note.


 


[Existing
Deed of Trust to other lender.]


 

















 


INSURANCE COVERAGE FOR THE BENEFIT OF BANK


 


	
  TO:
  INSURANCE AGENT

  	
   

  	
  OWNER:

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  The Victor John Salerno Separate Property Trust, 

  
	
  Policy
  Number

  	
   

  	
  Dated 12-11-2001

  
	
   

  	
   

  	
  Name

  
	
  Telephone
  Number

  	
   

  	
  1309 Imperia Drive

  
	
   

  	
   

  	
  Address

  
	
   

  	
   

  	
  Henderson, NV 89052

  
	
  Insurance
  Company Name

  	
   

  	
  City

  	
  State

  	
  Zip
  Code

  
	
   

  	
   

  	
   

  
	
  Insurance
  Agent’s Name

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  Address

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  City

  	
  State

  	
  Zip
  Code

  	
   

  	
   

  
							



 


As set forth below, this is a request and authorization that you name “U.S. BANK N.A.” (the “Bank”) as “Lenders Loss Payee” and/or “Mortgagee Payee”
under our property coverage
from                                                                                                            
(insert name of insurance company) as follows:


 


[Fill Out the Appropriate Sections]


 


	
  o

  	
  Lenders
  Loss Payee on all our tangible personal property in the minimum amount of $                              and
  on any Business Interuption Insurance we have bound.

  
	
   

  	
   

  
	
  o

  	
  Lenders
  Loss Payee on that equipment described below or on the attached sheet in the
  minimum amount of $                              .

  
	
   

  	
   

  
	
  o

  	
  Lenders
  Loss Payee on motor vehicles up to their Insurable value, as described below
  or on the attached sheet.

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Year

  	
   

  	
  Make

  	
   

  	
  Model

  	
   

  	
  VIN/Serial Number

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Year

  	
   

  	
  Make

  	
   

  	
  Model

  	
   

  	
  VIN/Serial Number

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  x

  	
  Mortgagee
  Payee on real estate at the following locations with coverage in the amounts
  specified:

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
  1309
  Imperia Drive, Henderson, NV

  	
   

  	
  $ 500,000.00

  
	
   

  	
  Address

  	
   

  	
  City

  	
   

  	
  State

  	
   

  	
  Amount of Coverage

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  $

  
	
   

  	
  Address

  	
   

  	
  City

  	
   

  	
  State

  	
   

  	
  Amount of Coverage

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  $

  
	
   

  	
  Address

  	
   

  	
  City

  	
   

  	
  State

  	
   

  	
  Amount of Coverage

  



 


The
Bank will require a binder or certificate showing such coverage and listing the
Bank as Lenders Less Payee and/or Mortgagee Payee as stated above, or, alternatively, please
provide the Bank with language from the policy showing its “Lender Loss Payee”
and/or “Mortgagee Payee” coverage. Such coverage should insure that the Bank is
paid in the event of loss despite any neglect on our part, and that the Bank is
given prior notice of cancellation.


 


Lastly,
the Bank requires that there be no other loss payee and/or mortgagee payee on
its collateral without its consent. If there presently exists any other loss
payee and/or mortgagee payee on such collateral, please itemize such parties
and their insured collateral on a separate attachment.


 


	
  Please
  send the binder/certificate and any applicable loss payee/mortgagee list to:

  	
  U.S. BANK N.A.

  
	
   

  	
  Attn: Corporate Loan
  Servicing Center- Commercial Collateral

  
	
   

  	
  #184283266426

  
	
   

  	
  P.
  O. BOX 5308

  
	
   

  	
  PORTLAND,
  OR 97228-5308

  



 


Please direct any questions regarding this request to                                .
Thank you for your assistance.


 


	
   

  	
  The
  Victor John Salerno Separate Property Trust,

  
	
   

  	
  Dated
  12-11-2001

  
	
   

  	
  (Owner Name)

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Victor
  John Salerno

  
	
   

  	
   

  	
  (Owner’s Signature)

  
	
   

  	
   

  
	
   

  	
  Name
  and Title:

  	
  Victor John Salerno
 Trustee

  
	
   

  	
   

  	
  (For
  Company Only)

  
				



 
















 


LIMITED
RECOURSE AGREEMENT


(Must be
accompanied by Business Security Agreement,


Collateral
Pledge Agreement or Mortgage/Deed of Trust)


 


1.  Pledge
of Collateral. For value received, and to induce U. S. BANK N.A. (the “Bank”)  to extend credit or other financial
accommodations now or in the future to American Wagering, Inc. (the
“Borrower”), the undersigned (the “Pledgor”) hereby unconditionally jointly and severally
pledges the collateral described below to secure payment of the Obligations (as
hereinafter defined). Notwithstanding the provisions of any separate security
agreement or mortgage/deed of trust, the Bank may immediately exercise its
rights to realize upon the Collateral (as hereinafter defined) whenever the
Obligations become due, whether on demand, at maturity, by reason of
acceleration or if the Pledgor becomes the subject of any bankruptcy or
insolvency proceeding, and whether or not the Obligations are valid and
enforceable against the Borrower.


 


As used herein, the term “Obligations”
shall mean all loans, drafts, overdrafts, checks, notes and all other  debts,
liabilities and obligations of every kind owing by the Borrower to the Bank,
whether direct or indirect, absolute or contingent, liquidated or unliquidated
whether of the same or a different nature and whether existing now or in the
future, including interest thereon; and all costs, expenses and attorneys’ fees
paid or incurred by the Bank at any time before or after judgment in attempting
to collect any of the foregoing, to realize on any collateral securing any of
the foregoing or this Agreement, and to enforce this Agreement. The definition
of “Obligations” also includes the amount of any payments made to the Bank or
another on behalf of the Borrower (including payments resulting from liquidation
of collateral) which  are recovered from the Bank by a
trustee, receiver, creditor or other party pursuant to applicable Federal or
state law (the “Surrendered Payments”). In the event
that the Bank makes any Surrendered Payments (including pursuant to a
negotiated settlement), the Surrendered Payments shall immediately be
reinstated as Obligations, regardless of whether the Bank has surrendered or
canceled this Agreement prior to returning the Surrendered Payments.


 


2.  Collateral
Pledged. To secure
prompt payment of the Obligations, the Pledgor hereby grants the Bank a
mortgage/deed of trust and security interest in the real estate, personal property and other collateral (the “Collateral”)
described in the collateral documents executed by the Pledgor in favor
of the Bank whether presently existing or executed in the future, including but
not limited to the following documents [check
all that apply]: o Security Agreement o Possessory Collateral Pledge Agreement x Mortgage/Deed
of Trust o Other                                                                                                            (the “Collateral Documents”).


 


3.  No
Personal Liability. The
Pledgor has no personal liability under this Agreement, except as outlined in
this paragraph. In the event that the Bank is entitled to proceed against the
Pledgor under the terms of this Agreement, the Bank’s sole recourse shall be
against the Collateral, except to the extent that the Bank suffers a loss or
damage as a result of the willful misconduct of the Pledgor, or the Pledgor’s
failure to comply with the terms of this Agreement or any Collateral Documents
(collectively “Misconduct”).


 


4.  Consent
to Bank Actions; No Discharge; Financial Condition. The Pledgor agrees that the Bank does not have
to take any steps whatsoever to proceed against the Borrower or any other
pledgor, guarantor, surety or other collateral for the Obligations either
before or after proceeding against the Pledgor’s Collateral; and the Pledgor
waives any claim of marshalling of assets against the Bank or any Collateral. The Pledgor also agrees that the Bank may do or
refrain from doing any of the following without notice to, or the consent of,
the Pledgor, without reducing or discharging the Pledgor’s liability under this
Agreement: (i) renew,
amend, extend, waive or release any Obligations and/or any documents related
thereto, and make additional extensions of credit to the Borrower;
(ii) settle, modify, release, compromise or subordinate any Obligation,
any collateral securing any Obligation or this Agreement; (iii) apply
payments on the Obligations in any manner that the Bank elects; (iv) fail
or delay in perfecting (or to continue perfection of) any security interest,
mortgage/deed of trust or other lien on any collateral securing the Obligations
or this Agreement, or to fail to protect the value or condition of any such
collateral; or (v) fail to advise the Pledgor of the Borrower’s financial
condition (the Pledgor specifically acknowledging that the Pledgor has examined
the Borrower’s books and financial condition to the extent Pledgor deems
necessary and that the Pledgor has not relied upon nor will rely upon
representations, if any, by the
Bank as to the Borrower’s financial condition).


 


5.  Waiver.
The Pledgor expressly
waives all rights of setoff and counterclaims, as well as diligence in  collection
or prosecution, presentment, demand of payment or performance, protest, notice
of dishonor, nonpayment or nonperformance of any Obligation. The Pledgor also
expressly waives notice of acceptance of this Agreement, and the right to
receive all other notices and demands of any kind relating to the Obligations
or this Agreement. The Pledgor agrees that any right of subrogation as to
payment or enforcement of any security interest securing the Obligations shall
not be enforceable by any Pledgor until the Bank is paid in full.


 


1

















 


6.  Duration of
Agreement; Revocation; Continuing Obligations. This is a continuing pledge and shall not be
revoked by death, dissolution, merger, bankruptcy, incompetency or insolvency
of the Pledgor. This Agreement shall remain in full force and effect with
respect to the Pledgor until the Bank receives written notice from the Pledgor
revoking this Agreement as to the Pledgor. In the event that this Agreement is
revoked by the Pledgor, said revocation shall have no effect on the continuing
pledge of the Collateral to secure unconditionally the prompt payments of all
Obligations which are contracted or incurred before the revocation becomes
effective, including such prior Obligations which are subsequently renewed,
modified or extended after the revocation becomes effective, as well as all
extensions of credit made after revocation pursuant to commitments made prior
to such revocation.


 


7.  Acceleration of Obligations; Successors;
Multiple Pledgors. If
the Pledgor shall die, become the subject of any incompetency proceedings,
become the subject of any bankruptcy or insolvency proceedings, or fail to
comply with the terms of this Agreement, the Collateral Documents, or any
related document, the Bank shall have the immediate right to liquidate the
Collateral to pay the Obligations whether or not the Obligations are then due
and payable by the Borrower or any other third party. This Agreement shall
inure to the benefit of the Bank, its successors and assigns and of the holder
and owner of any of the Obligations, and shall be binding on heirs, executors,
administrators, successors and assigns of the Pledgor. If there is more than
one Pledgor, the liability of the Pledgors shall be joint and several, and the
reference to the “Pledgor” shall be deemed to refer to all Pledgors.


 


8.  Governing Law;
Jurisdiction. This
Agreement shall be governed by the laws of the State of Nevada, except to the extent superseded by Federal law. THE PLEDGOR HEREBY
CONSENTS TO THE EXCLUSIVE JURISDICTION OF ANY STATE OR FEDERAL COURT SITUATED
IN THE COUNTY OR FEDERAL JURISDICTION OF THE BANK’S BRANCH WHERE THE LOAN WAS
ORIGINATED, AND WAIVES ANY OBJECTION BASED ON FORUM NON CONVENIENS, WITH REGARD TO ANY ACTIONS, CLAIMS, DISPUTES
OR PROCEEDINGS RELATING TO THIS AGREEMENT, THE COLLATERAL, ANY RELATED
DOCUMENT, OR ANY TRANSACTIONS ARISING THEREFROM, OR ENFORCEMENT AND/OR
INTERPRETATION OF ANY OF THE FOREGOING. Nothing herein shall affect the Bank’s
right to serve process in any manner permitted by law, or limit the Bank’s
right to bring proceedings against the Pledgor in the competent courts of any
other jurisdiction or jurisdictions.


 


9.  Waiver of Jury
Trial. THE PLEDGOR
AND THE BANK HEREBY JOINTLY AND SEVERALLY WAIVE ANY AND ALL RIGHT TO TRIAL BY
JURY IN ANY ACTION OR PROCEEDING RELATING TO THIS AGREEMENT, ALL DOCUMENTS
RELATING TO THIS AGREEMENT, THE OBLIGATIONS HEREUNDER OR ANY TRANSACTION
ARISING HEREFROM OR CONNECTED HERETO. THE PLEDGOR AND THE BANK EACH REPRESENTS
TO THE OTHER THAT THIS WAIVER IS KNOWINGLY, WILLINGLY AND VOLUNTARILY GIVEN.


 


	
  Dated:

  	
  DECEMBER
  31, 2008

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  (Individual
  Pledgor)

  	
   

  	
  The
  Victor John Salerno Separate Property Trust, Dated 12-11-2001

  
	
   

  	
   

  	
  Pledgor
  Name (Corporation or Partnership)

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  a

  	
   Nevada Revocable Trust 

  
	
   

  	
   

  	
   

  
	
  Pledgor
  Name

  	
  N/A

  	
   

  	
  By

  	
   /s/ Victor John Salerno

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name
  and Title

  	
  Victor John Salerno,Trustee

  
	
   

  	
   

  	
   

  	
   

  
	
  Pledgor
  Name

  	
  N/A

  	
   

  	
  By

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  Name
  and Title

  	
   

  
								



 


PURPOSE AND CONSENT. Each Pledgor who is married represents that this obligation is
incurred in the interest of his or her marriage or family. The spouse of each
Pledgor who has not signed above as a Pledgor consents to the Pledgor entering
into this Agreement, but said spouse of each
Pledgor is not a party to this Agreement.


 


 


	
  N/A

  	
   

  	
  Date:
  

  	
  N/A

  
	
  Pledgor

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  N/A

  	
   

  	
  Date:

  	
  N/A

  
	
  Pledgor’s
  Spouse

  	
   

  	
   

  	
   

  



 


2
















 


CORPORATE RESOLUTION FOR BORROWING AND/OR PLEDGING ASSETS


 


	
   

  	
    American
  Wagering, Inc.

  	
   

  
	
  NAME
  OF CORPORATION

  



 


WHEREAS, this corporation may enter into financial transactions or
accommodations with  U.S. BANK N.A. (the “Bank”) from time to time;


 


NOW, THEREFORE, RESOLVED, that any 1 of the officers of this corporation denoted
below: [mark authorized officers]


 


	
   

  	
  o

  	
  Chairman
  of the Board

  	
   

  	
  o

  	
  Treasurer

  	
   

  	
  o

  	
  Other:

  	
   

  
	
   

  	
  x

  	
  President

  	
   

  	
  o

  	
  Secretary

  	
   

  	
  o

  	
  Other:

  	
   

  
	
   

  	
  o

  	
  Any
  Vice President

  	
   

  	
  o

  	
  Any
  Assistant Treasurer

  	
   

  	
  o

  	
  Other:

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  o

  	
  Any
  Assistant Secretary

  	
   

  	
  o

  	
  Other:

  	
   

  



 


is
(are) authorized, on behalf of and in the name of this corporation, (a) to
borrow money from the Bank from time to time in such amounts as such officer(s) shall
deem advisable; (b) to make, execute, seal with the corporate seal, and
deliver to the Bank, from time to time, loan agreements, disbursing agreements,
notes, applications for letters of credit, and other evidence of or agreements
concerning such indebtedness, in such amounts with such maturities, at such
rates of interest, and upon such terms and conditions as said officer(s) shall
approve; (c) to pledge, assign, mortgage or otherwise grant a security
interest in any or all real property, fixtures, tangible or intangible personal
property, or any other assets of this corporation, to execute, seal with the
corporate seal, and deliver to the Bank such security agreements, chattel
mortgages, assignments, financing statements, real estate mortgages, deeds of
trust, lease or rental assignments, assignments of life insurance, agreements
not to encumber, or other agreements respecting any or all interests in real or
personal property now owned or hereafter acquired by this corporation as may be
requested by the Bank to secure any obligations of this corporation to the Bank
or to secure the obligations of a third party to the Bank, now existing or
hereafter arising, all upon such terms and conditions as said officer(s) shall
approve, and to perform such acts required of this corporation in such
agreements or otherwise to perfect such security interests; (d) to sell to
the Bank, with or without recourse, accounts, contract rights, general
intangibles, instruments, documents, chattel paper, equipment, inventory,
insurance policies, deposit accounts, rights in action or other personal
property of this corporation; (e) to endorse or assign and deliver such
property to the Bank, and from time to time to withdraw and make substitutions
of such property, or to sell such property to third persons and cause the
proceeds of such sales to be applied against the obligations of this
corporation to the Bank; (f) to give subordinations, guaranties or other
financial accommodations to the Bank (it being the judgment of the governing
body of this corporation that any such guaranties may reasonably be expected to
benefit the corporation); and (g) to endorse and deliver for discount with
the Bank, notes, certificates of deposit, bills of exchange, orders for the
payment of money, chattel paper, commercial, or other business paper, howsoever
drawn, either belonging to or coming into the possession of this corporation.
The signature(s) of said officer(s) appearing on any of the foregoing
instruments shall be conclusive evidence of (his/her) (their) approval thereof.


 


FURTHER RESOLVED, that
the authority granted to the officers of this corporation shall continue in
full force and effect, and said Bank may rely thereon in dealing with such
officers, unless and until written notice of any change in or revocation of
such authority shall be delivered to said Bank to the attention of Commercial
Loan Servicing by an officer or director of this corporation, and any action
taken by said officers and relied on by said Bank pursuant to the authority
granted herein prior to its receipt of such written notice shall be fully and
conclusively binding on this corporation.


 


FURTHER RESOLVED, that the actions of any officer of this
corporation heretofore taken in borrowing money from the Bank for and on behalf
of this corporation, and in securing such indebtedness in any manner authorized
herein, and in selling or assigning property of this corporation to the Bank
with or without recourse, and in discounting with the Bank commercial and other
business paper, be and the same hereby are in all respects ratified, confirmed
and approved.


 


FURTHER RESOLVED, that
in consideration of any loans or other financial accommodation made by the Bank
to this corporation, this corporation shall be authorized to and shall assume
full responsibility for and hold the Bank harmless from any and all payments
made or any other actions taken by the Bank in reliance upon the signatures,
including facsimiles thereof, of any person or persons holding the offices of
this corporation designated above regardless of whether or not the use of the
facsimile signature was unlawful or unauthorized and regardless of by whom or
by what means the purported signature or facsimile signature may have been
affixed to any instrument if such signatures reasonably resemble the specimen
or facsimile signatures as provided to the Bank, or for refusing to honor any
signatures not provided to the Bank; and that this corporation agrees to
indemnify the Bank against any and all claims, demands, losses, costs, damages
or expenses suffered or incurred by the Bank resulting from or arising out of
any such payment or other action. The foregoing indemnification shall be
effective and may be enforced by the Bank upon delivery to the Bank of a copy
of this resolution certified by the Secretary, Assistant Secretary or any other
officer of this corporation.


 


FURTHER RESOLVED,
that the Secretary, Assistant Secretary or any other officer of this
corporation is authorized and directed to certify to the Bank the foregoing
resolutions and that the provisions thereof are in conformity with the Articles
of Incorporation and By-Laws of this corporation and to certify to the Bank the
names of the persons now holding the offices referred to above and any changes
hereafter in the persons holding said offices together with specimens of the
signatures of such present and future officers.


 


FURTHER RESOLVED, that all prior resolutions of this corporation
authorizing the borrowing of money from the Bank and the securing thereof, be
and they hereby are rescinded and superseded as to all borrowings from the Bank
and security transactions with respect thereto effected after the date of
adoption of these resolutions.


 

















 


I HEREBY CERTIFY that I am the duly elected, qualified and acting
Secretary (or as otherwise designated below) and the custodian of the records
of the above-named corporation, a corporation organized and existing and in
good standing under the laws of the State of Nevada. The foregoing resolutions (i) are true and correct copies of the
resolutions duly adopted in accordance with law and the Charter or Articles or
Certificate of Incorporation and By-Laws or Code of Regulations, as applicable,
of the corporation and that such resolutions are now in full force and effect
without modifications and are duly recorded in the minute book of the
corporation or (ii) are otherwise in conformity with existing resolutions,
the Charter or Articles or Certificate of Incorporation and By-Laws or Code of
Regulations, as applicable, of the corporation, and permit
the officers designated herein to undertake all the activities set forth above.


 


I FURTHER CERTIFY that set forth below are the true titles, names and
genuine signatures of the duly elected or appointed, qualified and acting
officers of said corporation presently holding such offices who are authorized
under the foregoing resolutions:


 


	
  Title

  	
   

  	
  Name*

  	
   

  	
  Signature*

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Chairman
  of

  the Board

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  President

  	
   

  	
  Victor
  J. Salerno

  	
   

  	
  /s/
  Victor J. Salerno

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Vice
  President

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Treasurer

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Secretary

  	
   

  	
  John
  Salerno

  	
   

  	
  /s/
  John Salerno

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Assistant
  Treasurer

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Assistant
  Secretary

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Other

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name &
  Title

  	
   

  	
   

  
	
  Other

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name &
  Title

  	
   

  	
   

  
	
  Other

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name &
  Title

  	
   

  	
   

  
	
  Other

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Name &
  Title

  	
   

  	
   

  



 


I FURTHER CERTIFY that copies of the Charter or Articles or Certificate
of Incorporation and By-Laws or Code of Regulations, as applicable, of the
corporation which have heretofore been delivered to the Bank or which are
delivered herewith are true and correct copies and that such Charter or
Articles or Certificate and By-Laws or Code of Regulations, as applicable, are
presently in full force and effect.


 


IN WITNESS WHEREOF, I have affixed my name in my official capacity and
have caused the corporate seal of the corporation to be hereunto affixed on                      .


 


 


	
  (CORPORATE SEAL)

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
  John Salerno

  
	
   

  	
   

  	
   

  	
  Secretary

  



 






*Only
the names and signatures of officers who will act in transactions with the Bank
need be inserted.


 
















 


DIRECTION TO TRUSTEE


 


Victor
John Salerno, Trustor* of the The Victor John Salerno Separate Property Trust, Dated 12-11-2001 (“Trust”) in
which Victor John Salerno is Trustee*, pursuant to the power retained
by the Trustor to revoke or amend the Trust in whole or in part and to give
directions to the Trustee, hereby directs the Trustee to execute on behalf of
the Trust, the following documents


[check
all that apply]: o Security Agreement o Collateral Pledge Agreement x Mortgage/Deed of Trust o Guaranty o Other
                                                                                                    
(the “Documents”), in favor of U.S. BANK N.A. (“Bank”), to
guarantee and/or secure a loan by the Bank of $500,000.00 to American Wagering, Inc. (“Borrower”) and
all other debts and obligations, whether now existing or hereafter incurred, of
Borrower to Bank. Trustor directs such action for himself/herself, his/her
heirs, personal representatives and assigns and on behalf of all beneficiaries
of the Trust whose interest in the Trust is entirely dependent upon Trustor’s
exercise or non-exercise of his/her powers of revocation, amendment and
withdrawal.


 


If
for any reason the Documents(s) is/are not enforceable against the Trust,
this Direction shall constitute a withdrawal by Trustor of assets of the Trust
sufficient to satisfy the indebtedness intended to be secured or guaranteed by
the Document(s) or a revocation or amendment of the Trust to the extent
required by this Direction to Trustee and the agreement by Trustor to be
personally bound on the Document(s) to the same extent that Trustor would
be bound if he/she had signed the Document(s) himself/herself
individually. Trustor also agrees, and hereby directs the Trustee, to indemnify
and hold Bank harmless from any demand, claim, suit or action brought by any
person alleging that an act taken by Bank in reliance on this Direction was
unlawful, unauthorized or void. In the event of any action to enforce this
Direction, Bank shall be entitled to costs and disbursements allowed by law and
reasonable attorney fees in the event of any suit or action and/or any related
appeal or petition for review.


 


Bank
will not be held responsible for any use of the loan proceeds by Borrower,
Trustee, Trustor, or by any agent, nominee, or other person Borrower, Trustee
or Trustor may have authorized or Bank may reasonably believe has been so
authorized.


 


Trustor
will notify Bank immediately of the death, incapacity, removal or resignation
of Trustee, and shall promptly confirm to Bank the identity of the successor
Trustee. Bank may require that notice of the death, incapacity, removal or
resignation of Trustee be accompanied by evidence satisfactory to Bank.


 


	
  Dated
  DECEMBER 31, 2008.

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  /s/
  Victor John Salerno

  	
  ,
  TRUSTOR

  	
   

  
	
  Victor
  John Salerno

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  ,
  TRUSTOR

  	
   

  



 






*
Hereafter, unless otherwise indicated, the singular shall be used and shall
include the plural.


 

















 


Negotiate Items. To draw, endorse, and discount with Bank all drafts,
trade acceptances, promissory notes, or other evidences of indebtedness payable
to or belonging to the Trust in which the Trust may have an interest, and
either to receive cash for the same or to cause such proceeds to be credited to
the account of the Trust with Bank, or to cause such other disposition of the
proceeds derived therefrom as they may deem advisable.


 


Further Acts. In the case of lines of credit, to designate additional or
alternate individuals as being authorized to request advances thereunder, and
in all cases, to do and perform such other acts and things, to pay any and all
fees and costs, and to execute and deliver such other documents and agreements
as they may in their discretion deem reasonably necessary or proper in order to carry into effect the provisions of this Certificate.


 


	
  10.

  	
  o

  	
  The
  Trustee has the power to appoint an agent to exercise any
  of the powers described in paragraph 9 above.

  Note
  to Trustee: If you checked the above box, you must initial here.
             

  
	
   

  	
   

  	
   

  
	
  11.

  	
   

  	
  The
  Successor Trustee is
                                                                                                                                           .

  
	
   

  	
   

  	
   

  
	
  12.

  	
   

  	
  The
  Taxpayer Identification Number of the Trust is
                                                                                                 .

  
	
   

  	
   

  	
   

  
	
  13.

  	
   

  	
  The
  mailing address for the
  Trustee is: 1309 Imperia Drive,
  Henderson, NV 89052.

  



 


14.                                            Each of the persons executing this
Certification represents that all of the Trustees of the Trust have executed
it, whether or not each of them is required to execute the documents
contemplated by the transaction in which the Trust proposes to engage.


 


15.                                            This Certification is made to induce the Bank
to provide banking services as described in the loan documents, and agreements
accompanying this Certification. To facilitate this transaction, each person
who signs below states that the Bank may continue to rely upon this
Certification in connection with any aspect of the transaction until and unless
one or more of the undersigned furnishes written notice to the contrary to the
Bank. Trustee will notify Bank in writing prior to any (a) change in the
name of the Trust, (b) change in the assumed business name(s) of the
Trust, (c) change of Trustees of the Trust, (d) change in the
authorized signer(s), (e) conversion of the Trust to a new or different
type of business entity, or (f) change in any other aspect of the Trust
that directly or indirectly relates to any agreements between the Trust and
Bank. No change in the name of the Trust will take effect until after Bank has
been notified. Each Trustee certifies that (w) she/he/it is duly
authorized to act on behalf of the Trust in the manner described above;
(x) that she/he/it is familiar with the purpose of the Loan, (y) that
the Loan proceeds are to be used for a legitimate trust purpose and for the
benefit of the Trust and its beneficiaries; and (z) that the
certifications set forth herein shall remain in full force and effect until
written notice of their revocation shall have been delivered to and received by
Bank. Any such notice shall not affect any of the Trustee’s agreements or
commitments in effect at the time notice is given.


 


 


	
  /s/
  Victor John Salerno

  	
   

  	
   

  	
   

  
	
  Trustee

  	
  Victor
  John Salerno

  	
   

  	
  Date

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Trustee

  	
   

  	
   

  	
  Date

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Trustee

  	
   

  	
   

  	
  Date

  	
   

  



 


 


	
  STATE
  OF

  	
  Nevada

  	
  

  	
   

  
	
   

  	
   

  	
  SS.

  
	
  COUNTY
  OF

  	
  Clark

  
	
   

  	
   

  	
   

  
					



 


	
  This
  instrument was acknowledged before me on

  	
   

  	
  January 21, 2009

  	
  ,

  	
  By

  	
  Victor John Salerno

  
	
   

  	
   

  	
  (Date)

  	
   

  	
  [Name(s) of Person(s)]

  



 


	
  as

  	
  Trustee

  
	
  (Type of authority, if any, e.g., officer, trustee; if an individual,
  state “a married individual” or “a single individual”)

  



 


	
  of

  	
  The
  Victor John Salerno Separate Property Trust, Dated 12-11-2001 and that, as such

  
	
  (Name of entity on whose behalf the document was executed; use N/A if individual)

  



 


officer,
being authorized so to do, executed this instrument for the purposes therein
contained. Witness my hand and official seal.


 


(Notarial
Seal)


 


	
  

  	
  /s/
  David Lichterman

  
	
  Printed
  Name:

  	
  David
  Lichterman

  
	
  Notary
  Public, State of:

  	
   Nevada

  
	
  My
  commission expires:

  	
    6-8-12

  
	
   

  	
   

  
					



 


2
















 


CERTIFICATION
OF TRUST


 


I/We
Victor John Salerno being first duly sworn, do depose
and say that:


 


Check
boxes below as applicable.


 


1.  x   I am the sole currently acting trustee


 


   o   We are all of the current acting Trustees*


 


of the The Victor
John Salerno Separate Property Trust, Dated 12-11-2001 (“Trust”). The trust instrument
which established the Trust was executed on 12/11/01 and has been
amended/restated by instrument(s) dated                                     .


 


2.                                The Trustor* under the Trust is Victor John
Salerno.


 


3.                                The Trustee is duly appointed and qualified.


 


4.  x   The Trustor’s right of
revocation is unrestricted and includes the right of an amendment and the right
to withdraw assets. If there is more than one Trustor, each Trustor has an
unrestricted right to revoke the Trust, amend the Trust or withdraw Trust
assets, regardless of which Trustor contributed the assets to the Trust.


 


o   The Trust is irrevocable.


 


5.                                Title to assets of the Trust is to be taken
and held as follows:


 


6.                                The Trustee has the powers conferred upon a
trustee by the Uniform Trustees’ Powers Act as enacted in the State of NEVADA and to the extent not included therein, the power to do, or perform, all
of the acts, and things on behalf of the Trust set forth in the Borrowing
Certificate. There are no provisions under the Trust limiting or altering the
powers and authority of the Trustee as stated above.


 


7.                                The Trust is currently in existence and
effect, there having occurred no event or passage of time that has caused the Trust to terminate. The Trust
has not
been revoked, modified or amended
in any manner that would cause any of the representations made in this
Certification to be incorrect.


 


8.                                If there is more than one Trustee of the Trust, the Trust Agreement
provides that the documentation required to commit the Trust and its assets to
the transaction we are requesting must be signed by: (Note to
Trustee: If applicable, you must initial beside any checked box)


 


o   Any one of us


o   All of us


o   The following Trustees:


 


9.                                Borrowing Certificate. Trustee, for and on
behalf of the Trust, is authorized and empowered on behalf of the Trust to:


 


Borrow
Money. To borrow from time to time from U.S. BANK N.A. (“Bank”), on such terms
as may be agreed upon between the Trust and Bank, such sum or sums of money as in their judgment should be
borrowed, without limitation.


 


Execute
Notes. To execute and deliver to Bank the promissory note or notes, or other
evidence of credit accommodations of the Trust, on Bank’s forms, at such rates
of interest and on such terms as may be agreed upon, evidencing the sums of
money so borrowed or any indebtedness of the Trust to Bank, and also to execute
and deliver to Bank one or more renewals, extensions, modifications,
refinancings, consolidations, or substitutions for one or more of the notes,
any portion of the notes, or any other evidence of credit accommodations.


 


Grant
Security. To mortgage, pledge, transfer, endorse, hypothecate, or otherwise
encumber and deliver to Bank, as security for the payment of any loans or
credit accommodations so obtained, any promissory notes so executed (including
any amendments to or modifications, renewals, and extensions of such promissory
notes), and any other or further indebtedness of the Trust or any other person
to Bank at any time owing, however the same may be evidenced, any property now
or hereafter belonging to the Trust or in which the Trust now or hereafter may
have an interest, including without limitation all real property and all
personal property (tangible or intangible) of the Trust, Such property may be
mortgaged, pledged, transferred, endorsed, hypothecated, or encumbered at the
time such loans are obtained or such indebtedness is incurred, or at any other
time or times, and may be either in addition to or in lieu of any property
theretofore mortgaged, pledged, transferred, endorsed, hypothecated, or
encumbered,


 


Execute
Guaranty. To execute a guaranty of any loans or credit accommodations obtained,
or any promissory notes executed (including any amendments to or modifications,
renewals, and extensions of such promissory notes), and of any other or further
indebtedness of any person to Bank at any time owing, however the same may be
evidenced.


 


Execute
Security Documents. To execute and deliver to Bank the forms of mortgage, deed
of trust, pledge agreement, hypothecation agreement, and other security
agreements and financing statements which may be submitted by Bank, and which
shall evidence the terms and conditions under and pursuant to which such liens
and encumbrances, or any of them, are given; and also to execute and deliver to
Bank any other written instruments, any chattel paper, or any other collateral,
of any kind or nature, which they may in their discretion deem reasonably necessary
or proper in connection with or pertaining to the giving of the liens and
encumbrances.


 


“Hereafter,
unless otherwise indicated, the singular shall be used and shall include the
plural”. The term “Trustor”
is used in lieu of other terms with
the same meaning, such as “Settlor” and “Grantor”.


 


1