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<br />200806505
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<br />for services that will accrue and be settled in the month following the month in which such services were
<br />rendered, (vii) permit to exist any contract for gathering, transporting, storage, treating, processing or
<br />other services for consideration or other terms in contravention of applicable Laws, or (viii) receive
<br />consideration other than in accordance with applicable contracts and applicable Laws. Mortgagor will
<br />use reasonable efforts to cure any events offorce majeure. Mortgagor is presently receiving payments
<br />and fees for all contractual or other arrangements described above in accordance with the terms of such
<br />contract or agreement in all material respects.
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<br />(d) Condition of Personal Propertv. The equipment, inventory, improvements, fixtures,
<br />goods and other tangible personal/movable property forming a part of the Property and used or useful
<br />thereto in the conduct of its business are and will remain in good repair and condition (taking into
<br />consideration ordinary wear and tear) and are and will be adequate for the normal operation of the
<br />Property in accordance with prudent industry standards; all of such Property is, and will remain, located
<br />on the Mortgaged Properties, except for that portion thereof which is or shall be located elsewhere
<br />(including that usually located on the Mortgaged Properties but temporarily located elsewhere) in the
<br />course of the normal operation of the Property and sales and disposals permitted by Sections 7.05 and
<br />7.06 of the Credit Agreement.
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<br />(e) Operation ofPropertv. The Property is being and, to the extent the same could
<br />reasonably be expected to materially and adversely affect the ownership or operation of any material
<br />Property has in the past been, and hereafter will be, maintained and operated in a good and workmanlike
<br />manner, in accordance with the standard of care typical in the industry and in conformity in all material
<br />respects with all applicable Laws and all rules, regulations and orders of all duly constituted authorities
<br />having jurisdiction and in conformity with all Contracts, Servitudes and other agreements and leases
<br />forming a part of the Property and in conformity with the Liens permitted under Section 7.01 ofthe Credit
<br />Agreement. Mortgagor has, and will have in the future, all governmental licenses and permits necessary
<br />or appropriate to own and operate any Property; Mortgagor has not received notice of any violations in
<br />respect of any such licenses or permits.
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<br />(t) Sale or Disposal. Mortgagor will not, without the prior written consent of Administrative
<br />Agent, sell, exchange, lease, transfer, or otherwise dispose of, or cease to operate (or be operator ot) or
<br />abandon, any part of, or interest in, the Property other than as permitted by Sections 7.05 and 7.06 of the
<br />Credit Agreement.
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<br />(g) Environmental.
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<br />(i) Current Status. The Property and Mortgagor are not in violation of the
<br />representations and warranties contained in Section 5.09 of the Credit Agreement.
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<br />(ii) Future Performance. The following defmition is applicable for the terms used in
<br />this section. "Applicable Environmental Laws" shall mean any applicable Laws, including,
<br />without limitation, the common law, pertaining to safety, health or the environment, as such Laws
<br />now exist or are hereafter enacted and/or amended (Applicable Environmental Laws shall include
<br />the Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as
<br />amended by the Superfund Amendments and Reauthorization Act of 1986 (as amended,
<br />hereinafter called "CERCLA"), the Resource Conservation and Recovery Act of 1976, as
<br />amended by the Used Oil Recycling Act of 1980, the Solid Waste Disposal Act Amendments of
<br />1980, and the Hazardous and Solid Waste Amendments of 1984 (as amended, hereinafter called
<br />"RCRA") and applicable state and local Law). The terms "hazardous substance" and "release"
<br />as used in this Mortgage shall have the meanings specified in CERCLA, and the terms "solid
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<br />505901000016 DALLAS 2307301.3
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<br />[MULTI STATE MORTGAGE]
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