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election):(i)Grantee(or such other Grantee Party(as applicable))sha[I perform such removal and/or relocation at its sole cost
<br /> and expense, pursuant to plans and specifications which have been approved in writing by Grantor, and using contractors
<br /> acceptable to Grantor(in which event Grantor and its contractors and consultants shall have the right to be present at,and
<br /> supervise,such removal or relocation),or(ii)Grantor shall perform(or cause to be performed)such removal and/or relocation,
<br /> but all costs and expenses of such removal or relocation shall be borne solely by Grantee or such other Grantee Party(as
<br /> applicable), and Grantee or such other Grantee Party(as applicable)shall promptly reimburse Grantor for any such costs or
<br /> expenses paid,sustained or incurred by Grantor.
<br /> The above covenants and use restrictions bind and restrict the Property as covenants and restrictions running with the
<br /> land and are deemed to benefit Grantor as an owner or lessee of lands in Anoka County,Minnesota,or as the operator of retail
<br /> operations in such County. These restrictive covenants will remain in full force and effect indefinitely,unless waived in writing
<br /> by Grantor(at which time these restrictive covenants will lapse and terminate and be of no further force or effect).
<br /> 4.4 Engineered Barrier: All portions of the Property, which are, from time to time or at any time, used for a
<br /> gasoline station, petroleum station, automobile service station, automobile repair shop or any purpose similar to any of the
<br /> foregoing, shall at all times be covered with an engineered barrier consisting of a concrete or asphalt surface, or such other
<br /> impermeable surface which is approved by applicable state or federal regulations,and which is sufficient to inhibit the inhalation
<br /> or ingestion of contaminated media and to impede contaminant migration to any groundwater at or adjacent to the Property.
<br /> Said concrete or asphalt surface on the Property shall be maintained and kept in good repair by Grantee and the other Grantee
<br /> Parties(at their sole cost and expense)in compliance with all laws,rules,restrictions,ordinances and court orders.
<br /> The above covenants and use restrictions bind and restrict the Property as covenants and restrictions running with the
<br /> land and are deemed to benefit Grantor as an owner or lessee of lands in Anoka County,Minnesota,or as the operator of retail
<br /> operations in such County. These restrictive covenants will remain in full force and effect indefinitely, unless waived in writing
<br /> by Grantor(at which time these restrictive covenants will[apse and terminate and be of no further farce or effect).
<br /> 4.5 Construction Workers' Caution Statement: Prior to conducting any intrusive activities with respect to the
<br /> Property,Grantee and the other Grantee Parties shall cause all construction workers performing or assisting with such activities
<br /> to be notified of possible petroleum hydrocarbon encounters and appropriately trained and certified in accordance with all
<br /> environmental,health and safety laws,rules,regulations and ordinances,including,without limitation,any and all Occupational
<br /> Safety and Health Administration (OSHA) Hazardous Waste Operations and Emergency Response (HAZWOPER)
<br /> requirements(including,without limitation,those set forth in 29 CFR 1910.120). Such training shall at a minimum include both
<br /> an initia[40 hour and future S hour refresher training and certifications in compliance with OSHA HAZWOPER requirements
<br /> and any similar applicable requirements(whether existing as of the date of this conveyance or enacted or promulgated in the
<br /> future).
<br /> The above covenants and use restrictions bind and restrict the Property as covenants and restrictions running with the
<br /> land and are deemed to benefit Grantor as an owner or lessee of lands in Anoka County,Minnesota,or as the operator of retail
<br /> operations in such County. These restrictive covenants will remain in full force and effect indefinitely,unless waived in writing
<br /> by Grantor(at which time these restrictive covenants will lapse and terminate and be of no further force or effect).
<br /> 5. Additional Restrictions: No part of the Property shall be used by Grantee or any other Grantee Party for a quick
<br /> service or take-out restaurant.
<br /> The above covenants and use restrictions bind and restrict the Property as covenants and restrictions running with the
<br /> land and are deemed to benefit Grantor as an owner or lessee of lands in Anoka County,Minnesota,or as the operator of retail
<br /> operations in such County. This restrictive covenant will remain in full force and effect indefinitely,unless waived in writing by
<br /> Grantor(at which time this restrictive covenant will lapse and terminate and be of no further force or effect).
<br /> 6. Certain Environmental Covenants:
<br /> 6.1 Cooperation: Grantee and each of the other Grantee Parties agrees to cooperate with Grantor and with all
<br /> local,state,and federal environmental agencies having jurisdiction over the Property in obtaining environmental site closure,to
<br /> commercial standards, for any environmental contamination relating to or arising out of Grantor's prior use of the Property.
<br /> Said cooperation may include,but not be limited to,the following-
<br /> (i) execution of any and all documentation as may be necessary, in Grantor's sole discretion, to obtain
<br /> environmental site closure for the Property (which documentation may (x)include a LUST Form, in form and
<br /> substance acceptable to Grantor,and/or(y)impose further use and operating restrictions(and/or use and operating
<br /> restrictions similar to those set forth in this Attachment#2) on the use of the Property by Grantee and the other
<br /> Grantee Parties);
<br /> (ii) attendance at any meetings requested by Grantor relating to environmental contamination and
<br /> remediation efforts on the Property(and/or any contamination that may have migrated from the Property to adjacent
<br /> properties);and/or
<br /> (iii) such other further reasonable acts as may be required in order to obtain environmental site closure for
<br /> any past, present, or future environmental incident relating to Grantor's prior use, ownership or operation of the
<br /> Property.
<br /> (iv) should Grantee or any Grantee Party fall or refuse to sign such documentation,or are unavailable to sign
<br /> such documentation(after reasonable inquiry by Grantor(such reasonableness to be determined by Grantor in its sole
<br /> discretion)), Grantee or Grantee Parties hereby irrevocably appoint any Environmental Business Manager of BP
<br /> Products North America Inc.,f/k/a Amoco Oil Company,(or any successor corporation thereto),as its attorney-in-fact
<br /> to sign and execute such documentation for and on behalf of Grantee or Grantee Parties.
<br /> Grantee and each of the other Grantee Parties further authorizes Grantor to record one or more "No Further
<br /> Remediation Letters" or similar documents against the Property, if and when the same is/are obtained by Grantor from the
<br /> Minnesota Pollution Control Agency(or any successor agency).
<br /> The above covenants and use restrictions bind and restrict the Property as covenants and restrictions running with the
<br /> land and are deemed to benefit Grantor as an owner or lessee of lands in Anoka County,Minnesota,or as the operator of retail
<br /> operations in such County. These restrictive covenants will remain in full force and effect indefinitely,unless waived in writing
<br /> by Grantor(at which time these restrictive covenants will lapse and terminate and be of no further force or effect).
<br /> 6.2 Acceptance of Condition of Property: Grantee has accepted the Property, including without limitation its
<br /> environmental condition, in"AS IS"condition, subject only to any covenants and obligations of Grantor to Grantee which are
<br /> expressly set forth in the Real Estate Contract between Grantor,as seller,and Grantee,as buyer,with respect to the Property
<br /> (or any other documents or instruments executed and delivered by Grantor and Grantee pursuant to said Real Estate Contract)
<br /> (collectively, "Contractual Obligations"). Grantee acknowledges that the purchase price which it has paid for the Property
<br /> reflects: (i)the fact that each and all of the covenants and restrictions set forth in this Attachment#2 shall be recorded against
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