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200806505 fixtures, real/immovable property, personaVmovable property or other assets (the Mortgaged Properties, the Collateral, and the proceeds of the Collateral being herein sometimes collectively called the "Property"). Except as otherwise expressly provided in this Mortgage, all terms in this Mortgage relating to the Collateral and the grant of the foregoing security interest which are defined in the Uniform Commercial Code as evidenced in each state whose law is applicable to the Collateral (the "Applicable DCC") shall have the meanings assigned to them in Article 9 (or, absent definition in Article 9, in any other Article) of the Applicable UCC, as those meanings may be amended, revised or replaced from time to time. Notwithstanding the foregoing, the parties intend that the terms used herein which are defmed in the Applicable DCC have, at all times, the broadest and most inclusive meanings possible. Accordingly, if the Applicable DCC shall in the future be amended or held by a court to define any term used herein more broadly or inclusively than the Applicable DCC in effect on the date of this Mortgage, then such term, as used herein, shall be given such broadened meaning. If the Applicable DCC shall in the future be amended or held by a court to define any term used herein more narrowly, or less inclusively, than the Applicable DCC in effect on the date of this Mortgage, such amendment or holding shall, where legally permitted, be disregarded in defining terms used in this Mortgage. Further, terms used but not defined herein shall have the meanings given them in the Credit Agreement (as hereinafter defined). Section 1.3. Note. Loan Documents. Other Obligations. This Mortgage is made to secure and enforce the payment and performance of (a) all indebtedness and other obligations and liabilities of any Loan Party now or hereafter incurred or arising pursuant to the provisions of that certain Amended and Restated Credit Agreement dated as of February 20,2008, as amended, supplemented, restated, increased, extended or otherwise modified from time to time (as amended, supplemented, restated, increased, extended or otherwise modified from time to time, the "Credit Agreement") among SemGroup Energy Partners, L.P. ("Borrower"), Wachovia Bank, National Association, as Administrative Agent and LlC Issuer, Bank of America, N.A., as Syndication Agent, and the Lenders named therein, including, without limitation, (i)(X) those certain revolving credit loans in the maximum aggregate stated principal amount of $350,000,000, which revolving credit loans may be evidenced by notes issued from time to time pursuant to the Credit Agreement, and which revolving credit loans are payable on or before July 20,2012, unless otherwise extended pursuant to the Credit Agreement, as from time to time amended, supplemented, restated, increased or otherwise modified, and all other notes given in substitution therefor, or in modification, renewal or extension thereof, in whole or in part and (Y) those certain term loans in the maximum aggregate stated principal amount of $250,000,000, under the terms of the Credit Agreement which term loans may be evidenced by notes issued from time to time pursuant to the Credit Agreement, and which term loans are payable on or before July 20,2012, unless otherwise extended pursuant to the Credit Agreement, as from time to time amended, supplemented, restated, increased or otherwise modified, and all other notes given in substitution therefor, or in modification, renewal or extension thereof, in whole or in part, such revolving credit loans and such term loans being subject to increase to an aggregate amount of $750,000,000 under the terms of the Credit Agreement (as from time to time amended, supplemented, restated, increased or otherwise modified, and all other notes given in substitution therefor, or in modification, renewal or extension thereof, in whole or in part, the "Notes"); (ii) all other principal, interest and other amounts which may hereafter be loaned by Administrative Agent, LlC Issuer or Lenders under or in connection with the Credit Agreement or any of the other Loan Documents, whether evidenced by a promissory note or other instrument which, by its terms, is secured hereby; (iii) all obligations and liabilities of any nature now or hereafter existing under or arising in connection with the Letters of Credit and reimbursement obligations in respect thereof, together with interest and other amounts payable with respect thereto; and (iv) all other indebtedness, obligations and liabilities now or hereafter existing of 505901000016 DALLAS 2307301.3 5 [MULTI STATE MORTGAGE]