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12587850v1
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<br />WHEREAS, notwithstanding the refunding of the Prior Note with the net proceeds of the
<br />Bonds, the Prior Loan secured by the original mortgage is not being paid off, satisfied or
<br />refunded and shall remain outstanding as ongoing, existing indebtedness of the Mortgagor and
<br />the Prior Loan is being restated in its entirety pursuant to the Loan Agreement under which
<br />$____________ is due and owing. The Mortgagor is now obligated to pay amounts due under
<br />the Loan Agreement in accordance with its terms but is no longer obligated to pay the Prior
<br />Note; and
<br />WHEREAS, the Original Mortgage secured the principal amount of $11,970,000, on
<br />which mortgage registration tax was paid in the amount of $27,531.00; and
<br />WHEREAS, the Mortgage amends and restates the Original Mortgage and secures
<br />additional debt in the amount of $_______________ and $___________ mortgage registration
<br />tax is due; and
<br />WHEREAS, in connection with the restatement of the Prior Loan and the financing of
<br />additional costs of the Project, the Mortgagor and the Mortgagee now desire to amend and
<br />modify the terms of the Original Mortgage and agree for purposes of convenience, to restate the
<br />Original Mortgage in its entirety, as provided herein;
<br />NOW, THEREFORE, THE ORIGINAL MORTGAGE IS AMENDED AND
<br />RESTATED AS FOLLOWS:
<br />The Mortgagor has agreed to mortgage and grant a security interest in the Mortgaged
<br />Property, as defined herein and as further described in Exhibit A hereto, to secure its obligations
<br />under the Loan Agreement, including its obligation to make Loan Repayments at times and in
<br />amounts sufficient to pay when due the principal of, premium (if any) on and interest on the
<br />Bonds, and in consideration of One Dollar ($1.00) and other good and valuable consideration,
<br />the receipt and sufficiency of which is hereby acknowledged; in consideration of the purchase
<br />and acceptance of the Bonds by the persons who, from time to time, may become the owners
<br />thereof; and to secure the due and punctual payment of (i) the Bonds, (ii) any and all liabilities of
<br />the Mortgagor under the Loan Agreement, including (without limitation) all Loan Repayments
<br />payable thereunder, and (iii) the payment of all fees and expenses and advances of the Issuer and
<br />the Mortgagee under the Loan Agreement, the Indenture and this Mortgage, the Mortgagor does
<br />hereby grant, bargain, sell, convey, and warrant and assign to the Mortgagee, its permitted
<br />successors and assigns a lien on and security interest in, and does hereby mortgage and pledge
<br />unto the Mortgagee, its successors and assigns, forever, with power of sale, the following:
<br />I.
<br />All of its right, title and interest in and to the tracts, parcels and interests in land described
<br />in Exhibit A hereto (the "Land") and the buildings, structures and other improvements now
<br />standing or at any time hereafter constructed or placed upon the Land (the "Buildings"),
<br />including but not limited to (i) all building materials, supplies and equipment now or hereafter
<br />located on the Land and suitable or intended to be incorporated in any building, structure, or
<br />other improvement located or to be erected on the Land, (ii) all heating, plumbing and lighting
<br />apparatus, motors, engines and machinery, electrical equipment, incinerator apparatus, air
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