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are and will be secnred by the Indenture. The Indenture creates a
. first lien on the Assignor's interest under the Lease and the (3uurantet~ ~
Agreement defined herein. -
The ~ssignor has agreed to acquire from the Lessee certain parcels
of land described in Appendia A to the Lease and ~greement, dated as
of November 30, 1970 (herein, together with all snpplements ~nd
amenclments thereto, called the "Lease") together with certain build-
ings, structures and other improvements (inclnding fiatnres, equipment
and other related property), all located thereon, and the easements
and other appnrtenances relating thereto (all property to the eatent
that it consists of part of the "Leased Premises" for the pnrposes
of Parts II and III af the Lease being herei.n individually called a
; "Leased Parcel" and collectively called the "Leased Premisea") and
i to lease the same to the Leasee nnder and pnrenant to the terme and con-
i ditiona of the Lease. Continental Oil Company, a Delaware corporation
~ (herein together with its suocessors and assigns by merger, consolida- .
~ tion, sale of asaets, or otherwise, called the Company") ia the owner
~ of all of the capital stock of the Lessee and has entered into a GFnar-
antee Agreement dated as of November 30, 1970, with the Asaig?nor
~ and the Trustees (herein called the '~(~narantee Agreement") gnar-
~ anteeing the performance by the Lesaee of all of the Lessee'a obli-
~ gations nnder the Lease. In order to induce the parties pnrchasing
~ the Notes to purchase the same and the Trnstees to accept the trnsta
created hy the Indenture, the Leasee and the Asaignor are enter-
ing into the nndertakings hereiri set forth with the Trnstees.
Now, Ta~asFOSB, the parties hereto agree as followa :
1. The Assignor, in consideration of the sum of One Dollar ($1)
~ and other good and valnable consideration, the receipt whereof ia
~ hereby acl~owledged, in fnrtherance of the covenants of the Indentnre
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and as secnrity for the payment of tbe prineipal of and preminm, if
~ any, and interest and all other sums payable on the Notes, and of all
other snms payable nnder the Indentnre and the performance and
~ observance of the provisiona thereof, has assigned, transferred, pled~ed,
~ conveyed and set over, and by these presents doea assign, tranefer,
~ pledge, convey and set over to the Trnetees all of the Assignor's estate,
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