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MORTGAGE NOTE Note Amounts: $35,510.00 Orono, Minnesota Maturity Date: December 31, 2003 December 3, 2001 In the amount and manner hereinafter specified, for value received, the undersigned Orono Ambar, LLC, a Minnesota limited liability company(the "Borrower") promise to pay to City of Orono (the "City") at 2750 Kelly Parkway, Orono, MN 55323 or at such other location as the City may direct, the principal sum of Thirty Five Thousand Five Hundred Ten and no/100 Dollars, ($35,510.00) without interest, on the Maturity Date stated herein. This Note is secured by a Mortgage on real property located in Hennepin County, Minnesota legally described as follows: Lot 1, Block 1, Orono Ambar, together with the easements granted pursuant to that certain Easement Agreement dated March 16, 1998 and recorded May 22, 1998 as Document No. 3017952 over that part of Outlot F, Sugar Woods as described therein. The Maturity Date of this Note and the Mortgage which secures it shall be two years (2) from the date hereof, unless prior to that date the Borrower: a) sells, transfers, mortgages or pledges all or any part of the Borrower's interest in the Property without prior written consent of the Holder; or b) defaults (beyond any applicable cure period) on any terms, covenants or conditions of this Note or the Mortgage which secures it; or c) defaults (beyond any applicable cure period) on any terms of any mortgage secured by the Property, including by way of illustration and not limitation, the failure to make payment pursuant to any mortgage, in which case the Note Amount shall immediately be due and payable. Should the Borrower fail to meet any of the above terms and conditions of the Note or the Mortgage, the Holders, at its option may declare the original Note Amount immediately payable. Upon such default interest shall commence to accrue at eight percent (8%)per annum. In the event that the Borrower is notified directly or indirectly that foreclosure proceedings (by advertisement, action or otherwise) have been commenced or will be commenced, foreclosing any liens against the Property or any part thereof, including by way of illustration and not limitation, the HC26DS4/1403/26552234.v1 11/30/2001 1