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(o) that the Receiver shall not be bound by all or any contracts, agreements,
<br /> understandings or other commitments the OSM(or any of its respective directors, equity owners,
<br /> agents, employees, or other representatives)had, or may have,with third parties,whether oral or
<br /> written. The Receiver may,by affirmative written ratification executed by the Receiver, agree to
<br /> become bound to any such contracts, agreements,understandings, or other commitments and
<br /> may agree to enter into any new or amended contracts, agreements,understandings, or other
<br /> commitments. Nothing in this Order constitutes or shall be construed to constitute an
<br /> assumption of any of the leases, contracts, or agreements currently existing with respect to the
<br /> GSM's assets by the Receiver or a waiver by the Receiver of any default under any such lease,
<br /> contract, or agreement;that the Receiver is authorized to: 1)reject or cancel any leases,
<br /> reservations, or unexpired contracts related to the OSM Collateral; 2)negotiate and enter into
<br /> contracts and leases in the ordinary course of the business of the OSM Collateral; 3)modify,
<br /> terminate and enforce remedies under all contracts and leases in the ordinary course of the
<br /> business of the OSM Collateral; 4)pay all utilities, expenses and other obligations secured by,or
<br /> which may give rise to,liens, and all other outstanding obligations to contractors, suppliers and
<br /> servicers in the ordinary course of business, obligations incurred prior to the commencement of
<br /> the receivership so long as the Receiver has determined in its discretion that it is prudent to do so
<br /> in order to maintain business relationships that are beneficial to the conduct of the receivership;
<br /> 5)make repairs necessary in order to preserve the OSM Collateral in the ordinary course of
<br /> business,provided,however,that the Receiver shall not make any improvements or repairs
<br /> having a cost of$100,000.00 or more without first obtaining Approval; 6)take any and all
<br /> actions necessary to complete development of the OSM Collateral,build out improvements, and
<br /> initiate and complete entitlements for the OSM Collateral; and 7)take all steps necessary to
<br /> comply with all requirements,regulations and laws, including but not limited to mining,
<br /> environmental, and/or health requirements,regulations and laws, applicable to the OSM
<br /> Collateral, and to deal with all governmental authorities in connection with the same;
<br /> (p) that the Receiver is authorized to, in his discretion, institute,prosecute, defend,
<br /> compromise and/or intervene in or become a party to such actions or proceedings in state or
<br /> federal courts which may in the Receiver's opinion be advisable for the protection,maintenance
<br /> and preservation of the OSM Collateral,for the carrying out of the terms of any order of the
<br /> Court affecting the OSM Collateral, and/or to defend against any action brought against the
<br /> Receiver acting in such capacity;
<br /> (q) that the Receiver is authorized to issue Receiver's certificates for the purpose of
<br /> preserving and maintaining the OSM Collateral (including reimbursing the Lender Parties for
<br /> their emergency loan made earlier this week, described above, which allowed this receivership
<br /> estate to begin with insurance intact and utilities taken out of months of arrears), and if
<br /> necessary, completing improvements of the OSM Collateral,without further approval of this
<br /> Court, in exchange for funds advanced by third parties or the Lender Parties, during the term of
<br /> the receivership,which Receiver's certificates shall bear interest at the rate of 8%per annum.
<br /> Receiver's certificates shall be paid in the priority order as set out below;
<br /> (r) that the Receiver may apply income and/or proceeds from the OSM Collateral,
<br /> subject to the lien rights of the Lender Parties, as follows: 1)to the Receiver's fees and expenses
<br /> (including fees of legal counsel of Receiver); 2)to current operating expenses of the receivership
<br /> 9
<br /> USA.605462236.2/ZP9
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