OR
COMPLY WITH ANY TERM OF THE LEASES INCLUDING DAMAGES OR OTHER AMOUNTS PAYABLE TO
THE MORTGAGOR AS A RESULT OF SUCH FAILURE;
(III)
ALL RIGHTS TO TAKE ALL ACTIONS UPON THE HAPPENING OF A DEFAULT UNDER
THE LEASES AS SHALL BE PERMITTED BY THE LEASES OR BY LAW INCLUDING, WITHOUT
LIMITATION, THE COMMENCEMENT, CONDUCT AND CONSUMMATION OF PROCEEDING AT LAW OR
IN EQUITY; AND
(IV)
THE FULL POWER AND AUTHORITY, IN THE NAME OF THE MORTGAGOR OR OTHERWISE,
TO ENFORCE, COLLECT, RECEIVE AND RECEIPT FOR ANY AND ALL OF THE FOREGOING AND TO
TAKE ALL OTHER ACTIONS WHATSOEVER WHICH THE MORTGAGOR, AS LANDLORD, IS OR MAY BE
ENTITLED TO TAKE UNDER THE LEASES.
SECTION 2.3
SECURED OBLIGATIONS.
THIS MORTGAGE SECURES, AND THE MORTGAGED
PROPERTY IS COLLATERAL SECURITY FOR, THE PAYMENT AND PERFORMANCE IN FULL WHEN
DUE OF THE SECURED OBLIGATIONS.
SECTION 2.4
Future Advances.
This Mortgage shall secure future advances.
The
maximum aggregate amount of all advances of principal under the Indenture (which
advances are obligatory to the extent the conditions set forth in the Indenture
relating thereto are satisfied) that may be outstanding hereunder at any time is
$[300,000,000], plus interest thereon, collection costs, sums advanced for the
payment of taxes, assessments, maintenance and repair charges, insurance
premiums and any other costs incurred to protect the security encumbered hereby
or the Lien hereof, expenses incurred by the Mortgagee by reason of any default
by the Mortgagor under the terms hereof, together with all other sums secured
hereby, plus the principal amount of any Additional Notes, plus interest thereon
and any collection costs.
SECTION 2.5
NO RELEASE.
NOTHING SET FORTH IN THIS MORTGAGE SHALL RELIEVE THE
MORTGAGOR FROM THE PERFORMANCE OF ANY TERM, COVENANT, CONDITION OR AGREEMENT ON
THE MORTGAGOR'S PART TO BE PERFORMED OR OBSERVED UNDER OR IN RESPECT OF ANY OF
THE MORTGAGED PROPERTY OR FROM ANY LIABILITY TO ANY
9
PERSON UNDER OR IN RESPECT OF ANY OF THE MORTGAGED PROPERTY OR SHALL IMPOSE ANY
OBLIGATION ON THE MORTGAGEE OR ANY OTHER SECURED PARTY TO PERFORM OR OBSERVE ANY
SUCH TERM, COVENANT, CONDITION OR AGREEMENT ON THE MORTGAGOR'S PART TO BE SO
PERFORMED OR OBSERVED OR SHALL IMPOSE ANY LIABILITY ON THE MORTGAGEE OR ANY
OTHER SECURED PARTY FOR ANY ACT OR OMISSION ON THE PART OF THE MORTGAGOR
RELATING THERETO OR FOR ANY BREACH OF ANY REPRESENTATION OR WARRANTY ON THE PART
OF THE MORTGAGOR CONTAINED IN THIS MORTGAGE, THE INDENTURE, THE NOTES OR THE
SECURITY DOCUMENTS, OR UNDER OR IN RESPECT OF THE MORTGAGED PROPERTY OR MADE IN
CONNECTION HEREWITH OR THEREWITH.
THE OBLIGATIONS OF THE MORTGAGOR CONTAINED IN
THIS SECTION 2.5 SHALL SURVIVE THE TERMINATION HEREOF AND THE DISCHARGE OF THE
MORTGAGOR'S OTHER OBLIGATIONS UNDER THIS MORTGAGE AND THE INDENTURE, THE NOTES
AND THE SECURITY DOCUMENTS.
ARTICLE III
REPRESENTATIONS AND WARRANTIES OF MORTGAGOR
SECTION 3.1
AUTHORITY AND VALIDITY.
THE MORTGAGOR REPRESENTS AND WARRANTS THAT AS OF THE DATE HEREOF:
(I)
IT IS DULY ORGANIZED OR FORMED, VALIDLY EXISTING AND, IF APPLICABLE, IN