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adjacent property, if needed, to replace land taken by any condemnation so long as the restored
<br />and replacement property will have an economic value in Mortgagee's sole discretion and
<br />opinion, at least equal to the value of the Mortgaged Property prior to any damage and/or
<br />condemnation. Any remaining insurance or condemnation proceeds, irrespective of whether or
<br />not such proceeds are made available to the title insurance company in accordance with the
<br />foregoing, shall be applied, without prepayment penalty, in the manner provided in Section 2.06
<br />hereof insofar as said funds represent insurance proceeds, and Section 3.04 hereof insofar as said
<br />funds represent Taking Awards.
<br />The Mortgagor shall not, by reason of the payment of any costs of repair, rebuilding,
<br />replacement or restoration, be entitled to any abatement or diminution of any payments due or
<br />coming due under the Note and Loan Agreement.
<br />All buildings and improvements acquired in the repair, rebuilding, replacement or
<br />restoration of the Mortgaged Property, together with any interests in land acquired as necessary
<br />for such restoration, shall be made a part of the Mortgaged Property, and secured by this
<br />Mortgage, and any loan or security document collateral hereto, all of which shall be amended to
<br />the extent reasonably required by Mortgagee; provided that no land, interest in land, buildings or
<br />improvements shall be acquired subject to any lien or encumbrance, other than liens and
<br />encumbrances approved in writing by Mortgagee.
<br />In the event of a loss by condemnation or fire or other casualty covered by insurance, if
<br />Mortgagor does not exercise its rights to have the proceeds of said insurance or condemnation
<br />award made available for repair, restoration or replacement, the proceeds of the condemnation
<br />award or insurance claim held by the Mortgagee shall be applied in the manner provided in
<br />Sections 2.06 and 3.04 of this Mortgage.
<br />Section 3.09. Hazardous Substances. Mortgagor covenants, warrants and represents to
<br />the Mortgagee, its successors and assigns, that except as previously disclosed to Mortgagee in
<br />certain environmental reports provided by Mortgagor, (i) that except as permitted by law,
<br />including all applicable statutes, regulations, and rulings, it has not used or permitted and will not
<br />use or permit the Project to be used, whether directly or through contractors, agents or tenants,
<br />and to the best of the Mortgagor's knowledge and except as disclosed to the Mortgagee in
<br />writing, for the generating, transporting, treating, storage, manufacture, emission of, or disposal
<br />of any dangerous, toxic or hazardous pollutants, chemical wastes or substances as defined in the
<br />Federal Comprehensive Environmental Response Compensation and Liability Act of 1980
<br />("CERCLA"), or the Federal Resource Conservation and Recovery Act of 1976 ("FRCRA"), or
<br />the Minnesota Environmental Response Liability Act, Minnesota Statutes, Chapter 115A
<br />("MERLA"), or any other federal, state or local environmental laws, statutes, regulations,
<br />requirements and ordinances ("Hazardous Materials"); (ii) that there have been no investigations
<br />or reports citing the Mortgagor or its operations as violating the foregoing by any governmental
<br />authority which in any way pertain to Hazardous Materials; (iii) that to the best of Mortgagor's
<br />knowledge, the Mortgaged Property is not listed in the United States Environmental Protection
<br />Agency's National Priorities List of Hazardous Waste Sites nor any other list, schedule, log,
<br />inventory or record of Hazardous Materials or hazardous waste sites, whether maintained by the
<br />United States Government or any other state or local agency; (iv) that the operation of the
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