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<br />200806505
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<br />waste" and "disposal" (or "disposed") shall have the meanings specified in RCRA; provided, in
<br />the event either CERCLA or RCRA is amended so as to broaden the meaning of any term defined
<br />thereby, such broader meaning shall apply subsequent to the effective date of such amendment.
<br />In the event and to the extent that the Laws of the states in which the Mortgaged Properties are
<br />located establish a meaning for "hazardous substance," "release," "solid waste," or "disposal"
<br />which is broader than that specified in either CERCLA or RCRA, such broader meaning shall
<br />apply. Mortgagor will not cause or permit the Property or Mortgagor to be in violation of, or do
<br />anything or pennit anything to be done which will subject the Property to any remedial
<br />obligations under, or result in noncompliance with applicable permits and licenses under, any
<br />Applicable Environmental Laws, assuming disclosure to the applicable Governmental Authorities
<br />of all relevant facts, conditions and circumstances, if any, pertaining to the Property. Mortgagor
<br />will take all steps necessary to determine that no hazardous substances or solid wastes have been
<br />disposed of or otherwise released on or onto the Property or any adjacent property from the
<br />Property. Mortgagor will not cause or pennit the disposal or other release of any hazardous
<br />substance or solid waste at, into, upon or under the Property or any adjacent property from the
<br />Property and covenants and agrees to keep or cause the Property to be kept free of any hazardous
<br />substance or solid waste (except as is required in the ordinary course of business, such use, and
<br />temporary storage in anticipation of use in compliance with Applicable Environmental Laws),
<br />and to remove the same (or if removal is prohibited by Law, to take whatever action is required
<br />by Law) promptly upon discovery. Upon Administrative Agent's reasonable request, from time
<br />to time during the existence of this Mortgage, Mortgagor will provide at Mortgagor's sole
<br />expense an inspection or audit of the Property from an engineering or consulting firm approved
<br />by Administrative Agent, indicating the presence or absence of hazardous substances and solid
<br />waste on the Property and compliance with Applicable Environmental Laws and this Section.
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<br />(h) Defense ofMorteaee. Ifthe validity or priority of this Mortgage or of any rights, titles,
<br />Liens, privileges, or security interests created or evidenced hereby with respect to the Property or any part
<br />thereof or the title of Mortgagor to the Property or any part thereof shall be endangered or questioned or
<br />shall be attacked directly or indirectly or if any legal proceedings are instituted against Mortgagor with
<br />respect thereto, Mortgagor will give prompt written notice thereof to Administrative Agent and at
<br />Mortgagor's own cost and expense will diligently endeavor to cure any defect that may be developed or
<br />claimed, and will take all necessary and proper steps for the defense of such legal proceedings, including,
<br />but not limited to, the employment of counsel, the prosecution or defense of litigation and the release or
<br />discharge of all adverse claims, and Trustee and Administrative Agent, or either of them (whether or not
<br />named as parties to legal proceedings with respect thereto), are hereby authorized and empowered to take
<br />such additional steps as in their judgment and discretion may be necessary or proper for the defense of
<br />any such legal proceedings or the protection of the validity or priority of this Mortgage and the rights,
<br />titles, Liens, privileges, and security interests created or evidenced hereby, including but not limited to the
<br />employment of independent counsel, the prosecution or defense of litigation, the compromise or
<br />discharge of any adverse claims made with respect to the Property, the purchase or payment of any tax or
<br />tax title and the removal of prior Liens, privileges, or security interests, and all expenditures so made of
<br />every kind and character shall be a demand obligation (which obligation Mortgagor hereby expressly
<br />promises to pay) owing by Mortgagor to Administrative Agent or Trustee (as the case may be) and shall
<br />bear interest from the date expended until paid at the Default Rate, and the party incurring such expenses
<br />shall be subrogated to all rights of the person receiving such payment.
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<br />(i) Insurance. Mortgagor will carry insurance as provided in the Credit Agreement. All
<br />policies evidencing such insurance shall contain clauses providing that the proceeds thereof shall be
<br />payable to Administrative Agent as its interest may appear and providing that such policies may not be
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<br />505901000016 DALLAS 2307301.3
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<br />(MULTI STATE MORTGAGE]
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