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<br />and by whomsoever made arising from or in any manner directly or indirectly
<br />growing out of (a) the use and occupancy or nonuse of the Mortgaged Property or
<br />any equipment or facilities thereon or used in connection therewith by anyone
<br />whomsoever, (b) any repairs, construction, restoration, replacements, alterations,
<br />remodeling on or to the Mortgaged Property, or any part thereof, or any
<br />equipment or facilities therein or thereon, (c) the condition of the Mortgaged
<br />Property including any adjoining sidewalks, ways or alleys and any equipment or
<br />facilities at any time located thereon or used in connection therewith, and (d) any
<br />violation of Environmental Laws or any damages, penalties, injunctive relief or
<br />clean up costs or costs of remedial action resulting from any violation of
<br />Environmental Laws.
<br />42. Captions; Amendments; Notices. The captions and headings of the paragraphs of
<br />this Assignment are for convenience only and shall not be used to interpret or
<br />define the provisions of this Assignment. This Assignment may be amended only
<br />in a writing signed by the Mortgagor and the Mortgagee, in accordance with the
<br />provisions of the Indenture. Any notice from the Mortgagee to the Mortgagor
<br />under this Assignment shall be deemed to have been given when given by the
<br />Mortgagee in accordance with the requirements for notice by the Mortgagee
<br />hereunder.
<br />43. Counterparts. This instrument may be executed in any number of counterparts,
<br />each of which shall be an original but all of which shall constitute one instrument.
<br />44. Environmental Indemnification. Mortgagor covenants, represents and warrants to
<br />Mortgagee, its successors and assigns, that except as disclosed in the Phase I Site
<br />Evaluation prepared by , dated
<br />(the “Phase I”), to the best of its actual knowledge, the Mortgaged Property and
<br />its existing and prior uses comply and have at all times complied with, and
<br />Mortgagor is not in violation of, has not violated and will not violate, in
<br />connection with the ownership, use, maintenance or operation of the Mortgaged
<br />Property, and the conduct of the business related thereto, any applicable federal,
<br />state, county or local statutes, laws, regulations, rules, ordinances, codes,
<br />standards, orders, licenses and permits of any governmental authorities relating to
<br />environmental matters (being collectively referred to herein as the
<br />“Environmental Laws”), including by way of illustration and not by way of
<br />limitation (a) the Clean Air Act, the Federal Water Pollution Control Act of 1972,
<br />the Resource Conservation and Recovery Act of 1976, the Comprehensive
<br />Environmental Response, Compensation and Liability Act of 1980, and the Toxic
<br />Substances Control Act (including any amendments or extensions thereof and any
<br />rules, regulations, standards or guidelines issued pursuant to any of said
<br />Environmental Laws), and (b) all other applicable environmental standards or
<br />requirements.
<br />Without limiting the generality of the foregoing:
<br />(a) Mortgagor, its agents, employees and independent contractors, (a) has and
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