BELOW; AND ALL AWARDS AND OTHER COMPENSATION, INCLUDING THE INTEREST
PAYABLE THEREON AND THE RIGHT TO COLLECT AND RECEIVE THE SAME, MADE TO THE
PRESENT OR ANY SUBSEQUENT OWNER OF THE REAL ESTATE OR EQUIPMENT FOR THE TAKING
BY EMINENT DOMAIN, CONDEMNATION OR OTHERWISE, OF ALL OR ANY PART OF THE REAL
ESTATE OR ANY EASEMENT OR OTHER RIGHT THEREIN, SUBJECT TO THE PROVISIONS
RELATING TO CONDEMNATION AWARDS GENERALLY SET FORTH BELOW;
Y.
TO THE EXTENT NOT PROHIBITED UNDER THE APPLICABLE CONTRACT,
CONSENT, LICENSE OR OTHER ITEM UNLESS THE APPROPRIATE CONSENT HAS BEEN OBTAINED,
ALL RIGHT, TITLE AND INTEREST OF MORTGAGOR IN AND TO (I) ALL CONTRACTS FROM TIME
TO TIME EXECUTED BY MORTGAGOR OR ANY MANAGER OR AGENT ON ITS BEHALF RELATING TO
THE OWNERSHIP, CONSTRUCTION, MAINTENANCE, REPAIR, OPERATION, OCCUPANCY, SALE OR
FINANCING OF THE REAL ESTATE OR EQUIPMENT OR ANY PART THEREOF AND ALL AGREEMENTS
AND OPTIONS RELATING TO THE PURCHASE OR LEASE OF ANY PORTION OF THE REAL ESTATE
OR ANY PROPERTY WHICH IS ADJACENT OR PERIPHERAL TO THE REAL ESTATE, TOGETHER
WITH THE RIGHT TO EXERCISE SUCH OPTIONS AND ALL LEASES OF EQUIPMENT, (II) ALL
CONSENTS, LICENSES, BUILDING PERMITS, CERTIFICATES OF OCCUPANCY AND OTHER
GOVERNMENTAL APPROVALS RELATING TO CONSTRUCTION, COMPLETION, OCCUPANCY, USE OR
OPERATION OF THE REAL ESTATE OR ANY PART THEREOF, AND (III) ALL DRAWINGS, PLANS,
SPECIFICATIONS AND SIMILAR OR RELATED ITEMS RELATING TO THE REAL ESTATE; AND
Z.
ALL PROCEEDS, BOTH CASH AND NONCASH, OF THE FOREGOING; BUT
EXCLUDING ANY ASSETS OR INTERESTS IN ASSETS TRANSFERRED IN CONNECTION WITH ANY
SPECIAL PURPOSE FINANCING (AS DEFINED IN THE REVOLVING CREDIT AGREEMENT), OR
SUBJECT TO ANY LIENS OF THE TYPE REFERRED TO IN
D-4
SUBSECTION 7.2(K)(I) (WITH RESPECT TO INDEBTEDNESS UNDER SUBSECTION 7.1(B)(IX)),
OR SUBSECTION 7.2(K)(IV).
(ALL OF THE FOREGOING PROPERTY AND RIGHTS AND INTERESTS NOW OWNED OR HELD OR
SUBSEQUENTLY ACQUIRED BY MORTGAGOR AND DESCRIBED IN THE FOREGOING CLAUSES (A)
THROUGH (D) ARE COLLECTIVELY REFERRED TO AS THE "PREMISES", AND THOSE DESCRIBED
IN THE FOREGOING CLAUSES (A) THROUGH (I) ARE COLLECTIVELY REFERRED TO AS THE
"MORTGAGED PROPERTY").
TO HAVE AND TO HOLD the Mortgaged Property and the rights and privileges hereby
mortgaged unto Mortgagee, its successors and assigns for the uses and purposes
set forth, until the Obligations are fully paid and performed, provided,
however, that the condition of this Mortgage is such that if the Obligations are
fully paid and performed, then the mortgage hereby granted shall cease,
terminate and become void.
This Mortgage covers present and future advances and re-advances, in the
aggregate amount of the obligations secured hereby, made by the Secured Parties
for the benefit of Mortgagor, and the lien of such future advances and
re-advances shall relate back to the date of this Mortgage.
The maximum amount
of the obligations secured hereby will not exceed
($
).
The rules of construction set forth in the Intercreditor Agreement shall be
applicable to this Mortgage mutatis mutandis.
Terms and Conditions
Mortgagor further represents, warrants, covenants and agrees with Mortgagee and
the