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Mortgagor is a registered organization which is organized under any Requirement of Law of one of the states comprising the United States (e.g. corporation, limited partnership, registered limited liability partnership or limited liability company). Mortgagor is located (as determined pursuant to the UCC) in the state under any Requirement of Law in which it was organized, which is: (1) with respect to BKEP MATERIALS, L.L.C. and BKEP TERMINALLING, L.L.C., Texas, and (2) with respect to BLUEKNIGHT ENERGY PARTNERS, L.P., Delaware. As of the date hereof, Mortgagor's principal place of business and chief executive office is located at the address set forth below the signature of Mortgagor to this Mortgage. (1) Not a Foreign Person. Mortgagor is not a "foreign person" within the meaning of the Internal Revenue Code of 1986, as amended, (hereinafter called the "Code"), Sections 1445 and 7701 (i.e. Mortgagor is not a non-resident alien, foreign corporation, foreign partnership, foreign trust or foreign estate as those terms are defined in the Code and any regulations promulgated thereunder). (m) Reporting Compliance. Mortgagor agrees to comply with any and all reporting requirements applicable to the transaction evidenced by the Notes and secured by this Mortgage which are set forth in any Requirement of Law of any Governmental Authority, and further agrees upon request of Administrative Agent to furnish Administrative Agent with evidence of such compliance. (n) Surface Leases. (i) Default; Notice of Default. To the best of Mortgagor's knowledge, as of the date hereof, the lessor under any Surface Lease is not in default in the performance of any of its material obligations under such Surface Lease. As of the date hereof, (A) Mortgagor is not in default in the performance of any of its obligations under any Surface Lease, and (B) there are no circumstances which, alone or with the passage of time or the giving of notice or both, would constitute an event of default thereunder. Mortgagor will give Administrative Agent immediate notice of any notice of default or cancellation given to or received by Mortgagor under any Surface Lease, subject to any applicable grace periods. Mortgagor will provide Administrative Agent with copies of any such notices of default or other notices. (ii) Lease Obligations and Rights. (A) Each of the Surface Leases is and shall be maintained in full force and effect, except to the extent that the failure to do so could not reasonably be expected to result in a Material Adverse Effect or the termination of any Surface Lease results from the expiration of the stated term thereof. Subject to any applicable notice and cure periods in each Surface Lease, Mortgagor will promptly and faithfully observe, perform and comply, or cause the observance, performance and compliance with, all the material terms, covenants and provisions of each Surface Lease, on its part to be observed, performed and complied with, at the times set forth therein. Mortgagor will furnish to Administrative Agent such information and evidence as Administrative Agent may reasonably request concerning Mortgagor's due observance, performance and compliance with the terms, covenants and provisions of any Surface Lease. (B) There are, as of the date hereof, and will be, no defenses to Mortgagor's enforcement of its rights under each Surface Lease that could reasonably be expected to result in a Material Adverse Effect. Subject to any applicable notice and cure periods in each Surface Lease, Mortgagor will enforce the material obligations of the lessor under 22 144646513