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$4•-~ s1U0053
<br />Porm - Orig, Gammon REA - Tel. Bank Mtg. 2/72
<br />SECTIER7 ?. Thn Martgagor wasraats that it has good-right and lawful
<br />authority to mortgage the property daacsi6ed in the granting clauses of this-
<br />Mortgage for the purposes herein expraued, and that the said property is-free
<br />and--clear of any d*ad of trust, mortgage, lion, charge or encumbrancs thereon
<br />or affecting-the title thereto, except (i) the ilea of this Mortgage and taus
<br />or assessments not yet due; (31) deposits or pledges to secure payment of
<br />workmen's compensation, unemplogment insurance, old age pensions or other social.
<br />security; and {iii} deposits or pledges to secure performance of-bids, tenders;
<br />contracts (other than contracts for the payment of borrowed money), leases,
<br />pub.l3c or statutory obligations, surety or appeal bonds, or other deposits or
<br />pledges Far purposes of like general nature in the ordinary course of business.
<br />The Mortgagor will, so long as any of the notes shall be outstanding, maintain
<br />and preserve the lien of this Mortgage superior to all other liens affecting
<br />the Mortgaged Froperty, and will €orever warrant and defend the title to the
<br />property described as being mortgaged hereby to the Mortgagees against any and
<br />all claims and demands whatsoever. The Martgagor will promptly pay or discharge
<br />say sad all obligations for or on account of which any such lien or charge might
<br />exist or cavld be created and any and all lawful taxes, rates, levies, assess-
<br />manta, liens, claims or other charges imposed upon or accruing upon any o€ the
<br />Mortgagor's property (whether taxed to the Mortgagor or to any noteholder), or
<br />the franchises, earnings or business of the Mortgagor, as and when the same-shall
<br />become due sad payable; and whenever tolled upon so to do the Mortgagor will
<br />furnish to the Mortgagees or to anp noteholder adequate proof of such payment
<br />ar discharge.
<br />SEGTItki 3. The Mortgagor will duly and punctually pay the principal.
<br />of and interest on the notes at the dates and places sad in the manner provided
<br />therein, according to the true intent and meaning thereof, and all other sums
<br />becoming due hereunder.
<br />SECTION 4. {a) The Mortgagor will at all times, so long as any ~f the
<br />notes shall be outstanding, cake or cause to be taken all such action as from time
<br />Co time may be necessary to preserve its corporate existence and to preserve and
<br />renew all franchises, rights of way, easements, permits and licenses now or here-
<br />after to it granted or upon is conferred, sad will comply with all valid laws,
<br />ordinances, regulations and requirements applicable to it or its property. The
<br />Mortgagor w311 not, without the approval in writing of the holder or holders of
<br />net less than a majority is principal amount of the REA Notes at the time out-
<br />standing (hereinafter called the "majority REA noteholders") and of the holder
<br />ar holders of not less than a majority in principal amount of the Bank dotes ac
<br />the time outstanding {hereinafter called the "majority Bank noteholders"}, take
<br />or suffer to be taken anp steps to reorganize, or to consolidate with or merge
<br />iota any ether corporation, or to sell, lease or transfer (or make any agreement
<br />therefor} the Mortgaged Property, ar any part thereof.
<br />{b} If this subsection is made applicable by the Instruments
<br />Recital, then nothing heroin contained shall prevent say such reorganization,
<br />consolidation or merger provided that the lien and security of this Mortgage and
<br />fire rights or powers a€ the Mortgagees and the noteholders hereunder shall not
<br />thereby be impaired or adverselp affected, and provided that upon such reorgani-
<br />zation, consolidation or manger, the-due and punctual payment of the principal
<br />of sad interest on the Hates according to their tenor and the due sad punctual
<br />performance of all covenants and conditions of this Mortgage shall be assumed
<br />by the corporation formed by such reorganization, consolidation or merger, and
<br />ttze lien of this Mortgage shall remain a superior lien upon the property owned
<br />by the Mortgagor at the time of such reorganization, consolidation or merger
<br />sad upon say improvements oz additions to such property, either prior to or
<br />aubsagcxnt to such reorganization, consolidation or merger.
<br />{c) The Mortgagor may-: however, without obtaining the
<br />approval a€ the balder or haldera o€ any o€ the Hates ac the time outstanding,
<br />at any tine ar fray rims to rims ao long as the Martgagor is not in default here-
<br />uas~pr, sell oz atherxise dispose af, free from the lien hereof, any of its
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