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B. McDonald and Borrower own all of the Mortgaged Property (hereafter <br /> defined), and are executing and delivering this Mortgage to Mortgagee as security for <br /> payment of the Note. <br /> NOW THEREFORE, in consideration of the Recitals and for the purpose of <br /> securing the repayment of all advances made under the Note; all other sums which may <br /> be advanced by Mortgagee in accordance with this Mortgage, and all interest <br /> (collectively "Indebtedness"); and to secure the performance of all covenants, conditions <br /> and agreements herein and in the Note, Mortgagor does hereby mortgage, grant, bargain, <br /> sell, release and convey unto Mortgagee, with power of sale, forever all of Mortgagor's <br /> right, title and interest in all the tracts or parcels of land lying and being in Sherburne <br /> County, Minnesota, legally described in Exhibit A hereto, (hereinafter the "Land"), <br /> whether now owned or hereafter acquired, together with (i) all building materials, <br /> supplies and equipment now or hereafter located on the Land and suitable or intended to <br /> be incorporated in any building, structure, or other improvement located or to be erected <br /> on the Land; and (ii) all of the buildings, structures and other improvements now standing <br /> or at any time hereafter constructed or placed upon the Land; and (iii) all heating, <br /> plumbing and lighting apparatus, motors, engines, and machinery, electrical equipment, <br /> incinerator apparatus, air conditioning equipment, water and gas apparatus, pipes, <br /> faucets, and all other fixtures of every description which are now or may hereafter be <br /> placed or used upon the Land or in any building or improvement now or hereafter located <br /> thereon; and (iv) all additions, accessions, increases, parts, fittings, accessories, <br /> replacements, substitutions, betterments, repairs and proceeds to any and all of the <br /> foregoing; and (v) all hereditaments, easements, appurtenances, estates, rents, issues, <br /> profits, condemnation awards, proceeds of policies of insurance and other rights and <br /> interests now or hereafter belonging or in any way pertaining to the Land or to any <br /> building or improvement now or hereafter located thereon; and (vi) all leases or other <br /> occupancy agreements now or hereafter in effect in any way appertaining to the Land or <br /> to any building or improvement now or hereafter located thereon, including, without <br /> limitation, all cash and security deposits, advance rentals and deposits or payments of a <br /> similar nature ("Leases"), and all Rents (as herein defined) (all of the foregoing, together <br /> with the Land, hereinafter being referred to as the"Property"or"Mortgaged Property"), <br /> TO HAVE AND TO HOLD the Mortgaged Property unto Mortgagee forever; <br /> PROVIDED, NEVERTHELESS, That this Mortgage is given upon the express <br /> condition that if Mortgagor shall cause to be paid to Mortgagee as and when due and <br /> payable the principal of and the interest on the Note and all other indebtedness, and shall <br /> also keep and perform all and singular the covenants herein contained on the part of <br /> Mortgagor to be kept and performed, then the Mortgage and the estate hereby granted <br /> shall cease and be and become void and shall be released of record at the expense of <br /> Mortgagor; otherwise this Mortgage shall be and remain in full force and effect. <br /> MORTGAGOR REPRESENTS, WARRANTS AND COVENANTS to and with <br /> Mortgagee that Mortgagor is lawfully seized of the Mortgaged Property in fee simple; <br /> that it has good right and full power and authority to execute this Mortgage and to <br /> mortgage the Mortgaged Property; that the Mortgaged Property is free from all liens and <br /> 385595v3 JSB EL185-12 <br /> -2- <br />