GUARANTEE, OF THE
PERFORMANCE AND OBSERVANCE OF THE COVENANTS, CONDITIONS AND AGREEMENTS TO BE
PERFORMED AND OBSERVED BY THE OTHER PARTY THERETO, HERETOFORE OR HEREAFTER
ENTERED INTO, WHETHER BEFORE OR AFTER THE FILING BY OR AGAINST BORROWER OF ANY
PETITION FOR RELIEF UNDER 11 U.S.C. §101 ET SEQ., AS THE SAME MAY BE AMENDED
FROM TIME TO TIME (THE "BANKRUPTCY CODE") (COLLECTIVELY, THE "LEASES") AND ALL
RIGHT, TITLE AND INTEREST OF BORROWER, ITS SUCCESSORS AND ASSIGNS THEREIN AND
THEREUNDER, INCLUDING, WITHOUT LIMITATION, CASH OR SECURITIES DEPOSITED
THEREUNDER TO SECURE THE PERFORMANCE BY THE LESSEES OF THEIR OBLIGATIONS
THEREUNDER AND ALL RENTS, ADDITIONAL RENTS, REVENUES, ISSUES AND PROFITS
3
(INCLUDING ALL OIL AND GAS OR OTHER MINERAL ROYALTIES AND BONUSES) FROM THE LAND
AND THE IMPROVEMENTS WHETHER PAID OR ACCRUING BEFORE OR AFTER THE FILING BY OR
AGAINST BORROWER OF ANY PETITION FOR RELIEF UNDER THE BANKRUPTCY CODE
(COLLECTIVELY, THE "RENTS") AND ALL PROCEEDS FROM THE SALE OR OTHER DISPOSITION
OF THE LEASES AND THE RIGHT TO RECEIVE AND APPLY THE RENTS TO THE PAYMENT OF THE
DEBT;
(I)
CONDEMNATION AWARDS. ALL AWARDS OR PAYMENTS, INCLUDING INTEREST
THEREON, WHICH MAY HERETOFORE AND HEREAFTER BE MADE WITH RESPECT TO THE
PROPERTY, WHETHER FROM THE EXERCISE OF THE RIGHT OF EMINENT DOMAIN (INCLUDING
BUT NOT LIMITED TO ANY TRANSFER MADE IN LIEU OF OR IN ANTICIPATION OF THE
EXERCISE OF THE RIGHT), OR FOR A CHANGE OF GRADE, OR FOR ANY OTHER INJURY TO OR
DECREASE IN THE VALUE OF THE PROPERTY SUBJECT TO THE TERMS, PROVISIONS AND
CONDITIONS OF THE LOAN AGREEMENT;
(J)
INSURANCE PROCEEDS. ALL PROCEEDS IN RESPECT OF THE PROPERTY UNDER
ANY INSURANCE POLICIES COVERING THE PROPERTY, INCLUDING, WITHOUT LIMITATION, THE
RIGHT TO RECEIVE AND APPLY THE PROCEEDS OF ANY INSURANCE, JUDGMENTS, OR
SETTLEMENTS MADE IN LIEU THEREOF, FOR DAMAGE TO THE PROPERTY SUBJECT TO THE
TERMS, PROVISIONS AND CONDITIONS OF THE LOAN AGREEMENT;
(K)
TAX CERTIORARI. ALL REFUNDS, REBATES OR CREDITS IN CONNECTION WITH
REDUCTION IN REAL ESTATE TAXES AND ASSESSMENTS CHARGED AGAINST THE PROPERTY AS A
RESULT OF TAX CERTIORARI OR ANY APPLICATIONS OR PROCEEDINGS FOR REDUCTION;
(L)
CONVERSION. ALL PROCEEDS OF THE CONVERSION, VOLUNTARY OR
INVOLUNTARY, OF ANY OF THE FOREGOING INCLUDING, WITHOUT LIMITATION, PROCEEDS OF
INSURANCE AND CONDEMNATION AWARDS, INTO CASH OR LIQUIDATION CLAIMS;
(M)
RIGHTS. SUBJECT TO THE TERMS, PROVISIONS AND CONDITIONS OF THE LOAN
AGREEMENT, THE RIGHT, IN THE NAME AND ON BEHALF OF BORROWER, TO APPEAR IN AND
DEFEND ANY ACTION OR PROCEEDING BROUGHT WITH RESPECT TO THE PROPERTY AND TO
COMMENCE ANY ACTION OR PROCEEDING TO PROTECT THE INTEREST OF LENDER IN THE
PROPERTY;
(N)
AGREEMENTS. ALL AGREEMENTS, CONTRACTS, CERTIFICATES, INSTRUMENTS,
FRANCHISES, PERMITS, LICENSES, PLANS, SPECIFICATIONS AND OTHER DOCUMENTS, NOW OR
HEREAFTER ENTERED INTO, AND ALL RIGHTS THEREIN AND THERETO, RESPECTING OR
PERTAINING TO THE USE, OCCUPATION, CONSTRUCTION, MANAGEMENT OR OPERATION OF THE
LAND AND ANY PART THEREOF AND ANY IMPROVEMENTS OR RESPECTING ANY BUSINESS OR
ACTIVITY CONDUCTED ON THE LAND AND ANY PART THEREOF AND ALL RIGHT, TITLE AND
INTEREST