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2Q1�01��� <br />7. Transfer Restrictions. Except as may be expressly permitted by the Credit <br />Agreements, Grantor shall not sell, transfer, convey or assign all or any portion of, or any <br />interest in, the Mortgaged Property. <br />8. Condemnation/Eminent Domain Proceeds; Casualt L�. Immediately <br />upon obtaining knowledge of the institution of any proceedings for the condemnation of all <br />or any portion of the Premises, Grantor will notify Bene�ciary of the pendency of such <br />proceedings. All awards and proceeds relating to such condemnation shall be treated similar <br />to those from any transaction, or series of related transactions, pursuant to which any Person <br />or any of its Subsidiaries sells, assigns, transfers or otherwise disposes of any property or <br />assets (whether now owned or hereafter acquired) to any other Person, in each case, whether <br />or not the consideration therefor consists of cash, securities or other assets owned by the <br />acquiring Person and applied in the manner specified in the Credit Agreements. In all events, <br />Grantor hereby covenants and agrees to promptly commence and to diligently prosecute the <br />restoration of the Mortgaged Property upon the occurrence of any casualty loss or other <br />damage affecting the Mortgaged Property, up to the amount of any casualty loss insurance <br />proceeds made available to Grantor in accordance with the Credit Agreements. <br />Notwithstanding any damage to, destruction or loss of or other casualty with respect to any of <br />the Mortgaged Property, Grantor shall continue to pay the Lender Obligations at the time and <br />in the manner provided for in the Credit Agreements andlor any other Lender Agreement <br />until the Lender Obligations have been paid in full. If the Mortgaged Property is sold, <br />through foreclosure or otherwise, prior to the receipt by Beneficiary of such insurance <br />proceeds, Beneficiary sha11 have the right, whether or not a de�ciency judgment on any <br />Lender Agreement shall have been sought, recovered or denied, to receive such insurance <br />proceeds, or a portion thereof sufficient to pay the then unpaid Lender Obligations, <br />whichever is less. <br />9. Leases. Except as expressly permitted under the Credit Agreements, Grantor <br />shall not (a) execute an assignment or pledge of any Tower Lease other than in favor of <br />Beneficiary or (b) mortgage, pledge, assign, hypothecate, or otherwise encumber or transfer <br />any Tower Lease or any interest in any Tower Lease, or (c) enter into, amend or modify any <br />Tower Lease or any interest in any Tower Lease except in the ordinary course of Grantor's <br />business in a manner and to an extent consistent with past practice andlor necessary or <br />desirable for the prudent operation of its business as long as such action is commercially <br />reasonable and will not result in a Material Adverse Effect. <br />10. R�. Grantor shall keep the Mortgaged Property in good order and <br />condition (reasonable wear and tear excepted), and shall make all repairs, replacements and <br />improvements thereof and thereto which are necessary to keep the same in such order and <br />condition. Grantor shall use reasonable efforts to prevent any act or occurrence, which might <br />impair the value or usefulness of the Mortgaged Property for its intended usage. <br />11. Further Assurances. To further assure Beneficiary's rights under this Deed of <br />Trust, Grantor agrees promptly upon demand of Bene�ciary to do any act or execute and <br />deliver, record and/or file any additional documents (including, but not limited to, security <br />agreements on any personalty included or to be included in the Mortgaged Property and a <br />12 I 87-5273/LEGA L 17750578.4 <br />5/1/ 109 <br />