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<br />DEBTOR WARRANTS, COVENANTS AND AGREES:
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<br />1. Title-Except for the security interest h.... ..,y'granted; Debtor has, or upon acquisition will have, full fee simple title to Collateral free from any lien, see....rhy
<br />interest. encumbrance, or claim. and Debtor will at Debtor's cost and expense defend any action which may aITect Secured Party's security interest in or
<br />Debtor's title to Collateral.
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<br />2. Financing Statement-That no Financing Statement covering Collateral or any part thereof or any proceeds thereofis on file in any public office and at Secured
<br />Party's request Debtor will join in executing all necessary Financing Statements in ronns satisfactory to Secured Party and will pay the cost or filing same and
<br />will further execute all other necessary instruments deemed necessary by Secured Party and pay the cost of filing same.
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<br />3. Sale, lease. or disposition of Collateral. Debtor will not, without written consent of Secured Party sell, contracllO sell. lease. encumber or dispose of Collateral
<br />or any interest therein until this Note & Security Agreement and all debts secured thereby have been fully satisfied.
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<br />4. Insurance-Debtor win insure at his expe'nse the Collateral with companies acceptable to Secured Party against such casualties and in such amounls as Secured
<br />Party shall require with a standard mortgage clause in favor of Secured Party, and Secured Party is hereby authorized to collect sums which may become due
<br />.under any of said policies and apply same to the obligations hereby secured.
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<br />S. Protection of Collateral. Debtor will keep the Collateral in good order and repair at his expense and will not waste or destroy Collateral or any part thereof.
<br />Debtor will not use the Collateral in violation of any statue or ordinance and Secured Party will have the right to examine and inspect Collateral at any
<br />reasonable time.
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<br />6. Taxes-Debtor will pay promptly when due all taxes and assessments upon the Collateral or for its use and operation.
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<br />7. Location and Identification-Debtor will keep the Collateral separate and identifiable and at the address shown on the front page hereof and will not remove the
<br />Collateral from said address without written notice to Secured Party's written consent.
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<br />8. Additional Security Interest-Debtor hereby grants to Secured Party a security interest in and to all proceeds. increases, substitutions, replacements. additions,
<br />and accessions to the Collateral. This provision shall not be construed to mean that Debtor is authorized to sell, lease or dispose of Collateral without Secured
<br />Pa~y's consent.
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<br />9. Future Indebtedness-The security interest hereby granted secures the indebtedness described on the front page hereof and all other obligations of Debtor to
<br />Secured Party, direct or indirect, absolute or contingent, due or to become due, whether existing or hereafter arising.
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<br />10. Decrease in Value of Collateral-Debtor will, ifin Secured Party'sjudgement the Collateral has materially decreased in value or if Secured Party shall at any
<br />time deem that Secured Party is insecure, either provide enough additional Collateral to satisfy Secured Party or reduce the total indebtedness by an amount
<br />sufficient to satisfy Secured Pany.
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<br />I I. .Reimbursement of expense-At secured Party's option, Secured Party may discharge taxes, liens. interest. or perform or cause to be performed for and in behalf
<br />of Debtor any actions and conditions, obligations or covenants which Debtor has failed or refused La perform and may pay for the repair, maintenance, and
<br />preservation of Collateral, and all sums so expended, including but nor limited to attorney's fees, court costs, agent's fees, or commisions. or any other costs or
<br />expenses, shall bear interest at highest legal rate from the date of payment and shall be payable by DebLor at the offices of Secured Party in Dallas County, Texas
<br />and shall be secured by this Note & Security Agreement.
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<br />12. Payment-Debtor will pay the Time Balance secured by the Note & Security Agreement and any renewal or extension thereofand any other indebte-dness hereby
<br />secured in accordance with the terms and provisions thereof and will repay immediately all sums expended by Secured Party in accordance wilh the terms and
<br />provisions of the Note & Security Agreement at the offices of Secured party in Dallas County, Texas.
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<br />13. Change of Residence or Place of Business-Debtor will promptly notify Secured Party in writing of any addition to, change in or discontinuance of the place
<br />, where Collateral is to be kept, or Debtor's chief place of business or Debtor's residence.
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<br />14. Attomey-in-Fact-Debtor hereby appoints Secured Party Debtor's attorney-in-fact to do any and every act which Debtor is obligated by this Note & Security
<br />Agreement to do and to exercise all rights of Debtor in Collateral and to make collections and to execute any and all papers and instruments and todo all other
<br />things necessary to preserve and protect Collateral and to protect Secured Party's security interest in said Collateral.
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<br />15. Time- Waiver-Debtor agrees that in performing any act under this Note & Security Agreement time shall be of the essence and that Secured Party's acceptance
<br />of partial ordelinquent payments, or failure of Secured Party to exercise any right or remedy. shall not be a waiver of any obligation of Debtor or right of Secured
<br />Party or constitute a waiver of any other similar default subsequently occurring.
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<br />16. Default-Debtor shall be in default under this Note & Security Agreement upon the happening of any of the following events or conditions:
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<br />I. Default in the payment or performance of any obligation, covenant or liability contained or referred to herein;
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<br />2. Any warranty, representation or statement made or furnished to Secured Party by, or on behalf of Debtor, proves to have been false in any material respect
<br />when made or furnished;
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<br />3. Any event which results in the acceleration of the maturity of the indebtedness of Debtor to others under any indenture, agreement or undertaking:
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<br />4. Loss, theft, substantial damage, destruction, sale orencumberance to or of any of the Collateral or the making of levy, seizure or attachment thereofortheron;
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<br />5. Any time the Secured Party believes that the prospect of payment of any indebtedness secured hereby or the performance of this Note & Security Agreement
<br />is impaired;
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<br />6. Death. dissolution, termination of existence, insolvency, business failure, appointment ofa receiver for any part of this Collateral. assignment for the benefit
<br />of creditors or the commencement of any proceeding under any bankruptcy or insolvency law ~y or against Debtor or any guarantor or surety for Debtor.
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<br />17. Attorney's Fees: Ifthi.~ Note & Security Agreement is placed in the hands of an attorney for collection, or is collected through Probate or Bankruptcy Court, or
<br />through other legal proceedings, the Debtor promises to pay to Secured Party, or its assignee, reasonable attorney's fees.
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<br />18. Remedies-Upon the occurrence of any such event ordefault, and at any time thereafter, Secured Party may declare all obligations secured hereby immediately
<br />due and payable and may proceed to enforce payment of the same and exercise any and all of the rights and remedies provided by the UnifonnCommercial Code
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