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53 201305319 Section 5.20. Recording. Mortgagor will cause this Mortgage and all amendments and supplements thereto and substitutions therefor and all financing statements and continuation statements relating thereto to be recorded, filed, re- recorded and refiled in such manner and in such places as Trustee or Administrative Agent shall reasonably request and will pay all such recording, filing, re- recording and refiling taxes, fees and other charges. Section 5.21. Certain Consents. Except where otherwise expressly provided herein, in any instance hereunder where the approval, consent or the exercise of judgment of Administrative Agent is required, the granting or denial of such approval or consent and the exercise of such judgment shall be within the sole discretion of Administrative Agent, and Administrative Agent shall not, for any reason or to any extent, be required to grant such approval or consent or exercise such judgment in any particular manner, regardless of the reasonableness of either the request or Administrative Agent's judgment. Notwithstanding the foregoing discretion of Administrative Agent, consent shall not be withheld by Administrative Agent for the plugging and abandonment of any well that is subject to a Chiefs Order to Plug and Abandon, issued by the Chief, Division of Oil & Gas, Ohio Department of Natural Resources. Section 5.22. Certain Obligations of Mortgagor. Without limiting Mortgagor's obligations hereunder, Mortgagor's liability hereunder shall extend to and include all post petition interest, expenses, and other duties and liabilities with respect to Mortgagor's obligations hereunder which would be owed but for the fact that the same may be unenforceable due to the existence of a bankruptcy, reorganization or similar proceeding. Section 5.23. Joint and Several Liability. Each Borrower and each Mortgagor hereby agree to be jointly and severally responsible and liable for the repayment of all of the secured indebtedness and the performance of all other covenants, agreements and obligations of the Mortgagor hereunder, under the other Loan Documents and under any Specified Swap Agreement or any Specified Cash Management Agreement, in each case subject to any limitations on such liability set forth in the Guarantee and Collateral Agreement. Section 5.24. Counterparts. This Mortgage may be executed in several counterparts, all of which are identical, except that, to facilitate recordation, certain counterparts hereof may include only that portion of Exhibit "A" which contains descriptions of the properties located in (or otherwise subject to the recording or filing requirements and/or protections of the recording or filing acts or regulations of) the recording jurisdiction in which the particular counterpart is to be recorded, and other portions of Exhibit "A" shall be included in such counterparts by reference only. All of such counterparts together shall constitute one and the same instrument. Complete copies of this Mortgage containing the entire Exhibit "A" have been retained by Mortgagor and Administrative Agent. Section 5.25. Successors and Assigns. The terms, provisions, covenants, representations, indemnifications and conditions hereof shall be binding upon Mortgagor, and the successors and assigns of Mortgagor, and shall inure to the benefit of Trustee and Administrative Agent and their respective successors and assigns, and shall constitute covenants running with the Mortgaged Properties. All references in this Mortgage to Mortgagor, Trustee or Administrative Agent shall be deemed to include all such successors and assigns.