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<br />waiver of any grantor, lessor, sublessor, Governmental Authority, or other Person
<br />whomsoever subject only to the Permitted Liens.
<br />2. Payment of Lender Obli atg ions. Grantor shall pay and perform the Lender
<br />Obligations at the times and places and in the manner specified in Credit Agreements andlor
<br />each other Lender Agreement.
<br />3. Requirements. Grantor shall promptly comply with all laws applicable to the
<br />Mortgaged Property, and all covenants, restrictions, conditions and requirements now or
<br />hereafter of record or which otherwise may be applicable to any of the Mortgaged Property,
<br />or to the use, manner of use, occupancy, possession, operation, maintenance, alteration,
<br />repair or reconstruction of any of the Mortgaged Property, except where a failure to do so
<br />could not reasonably be expected to have a Material Adverse Effect on (i) the current
<br />business, operations or condition (financial or otherwise) of the Grantor, (ii) the current use
<br />of the Mortgaged Property or (iii) the value of the Mortgaged Property (assuming its current
<br />use). Grantor shall not commit, nor permit or suffer to occur, any material waste with respect
<br />to the Mortgaged Property.
<br />4. Payment of Taxes and Other Impositions
<br />(a) Promptly when due and in any event prior to the date on which any
<br />fine, penalty, interest or cost may be added thereto or imposed, Grantor sha11 pay and
<br />discharge all taxes, charges and assessments of every kind and nature, all charges for any
<br />easement or agreement maintained for the benefit of any of the Mortgaged Property, all
<br />general and special assessments, levies, permits, inspection and license fees, all water and
<br />sewer rents and charges, vault talces and all other public charges even if unforeseen or
<br />extraordinary, imposed upon or assessed against or which may become a lien on any of the
<br />Mortgaged Property, or arising in respect of the occupancy, use, operation or possession
<br />thereof, together with any penalties or interest on any of the foregoing (a11 of the foregoing
<br />are collectively referred to herein as the "Impositions") except where (A) the validity or
<br />amount thereof is being contested in good faith by appropriate proceedings and in accordance
<br />with the provisions of the Credit Agreements, and that non-payment thereof will not result in
<br />forfeiture, sale, loss or diminution of any interest of Grantor (or Beneficiary) in the
<br />Mortgaged Property, and (B) the Grantor has set aside on its books adequate reserves with
<br />respect thereto in accordance with GAAP, which reserves shall include reasonable additional
<br />sums to cover possible interest, costs and penalties; provided, however, that Grantor shall
<br />promptly cause to be paid any amount adjudged by a court of competent jurisdiction to be
<br />due, with all interest, costs and penalties thereon, promptly after such judgment becomes
<br />final (and, subject to Beneficiary's rights and remedies during an Event of Default and any
<br />provisions set forth in the Credit Agreements to the contrary, Beneficiary shall make any sum
<br />deposited in such reserve available for such payment; and provided, further, that, in a11
<br />events, Impositions, interest, costs and penalties shall be paid prior to the date any writ or
<br />order is issued under which the Mortgaged Property may be sold, lost or forfeited. Upon
<br />request by Beneficiary, Grantor shall deliver to Beneficiary evidence reasonably acceptable
<br />to Beneficiary showing the payment of any such Imposition made by Grantor. If by law any
<br />Imposition, at Grantor's option, may without penalty or premium be paid in installments
<br />12187-5273/LEGAL I 7750578.4
<br />5/1/ 106
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