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51668048.5 <br />any action, and correct any condition known to the Borrower, which would materially <br />increase the risk of fire or other hazard to the Mortgaged Property or any portion thereof; <br />and (vi) cause the Mortgaged Property to be managed in a competent and professional <br />manner. <br />(c) Alteration of Mortgaged Property. Without the prior written consent of <br />the Lender, which consent shall not be unreasonably withheld, conditioned or delayed, <br />the Borrower shall not cause, suffer or permit (i) any material alteration of the Mortgaged <br />Property, except as required by any applicable legal requirement or as otherwise <br />contemplated by the Loan Agreement; (ii) any change in the zoning classification or <br />intended use or occupancy of the Mortgaged Property, including without limitation any <br />change which would increase any fire or other hazard; (iii) any change in the identity of <br />the Borrower or the person or entity responsible for managing the Mortgaged Property; or <br />(iv) any modification of the licenses, permits, privileges, franchises, covenants, <br />conditions or declarations of use applicable to the Mortgaged Property, except as required <br />to operate the Mortgaged Property in the manner required hereunder. <br />(d) Compliance with Laws. The Borrower shall comply with all regulations, <br />rules, ordinances, statutes, orders and decrees of any governmental authority or court <br />applicable to the Borrower or to the Mortgaged Property or any part thereof. <br />3. Liens, Contest and Defense of Title. <br />(a) The Borrower shall not, without the prior written consent of the Lender, <br />create or suffer or permit any lien, charge or encumbrance to attach to or be filed against <br />the Mortgaged Property or any part thereof, or interest thereon, or any other rights and <br />properties conveyed, mortgaged, transferred and granted hereunder (except for Permitted <br />Encumbrances), whether such lien, charge or encumbrance is on a parity, inferior or <br />superior to the lien of this Mortgage, including liens for labor or materials with respect to <br />the Mortgaged Property ( "Mechanic's Liens "). <br />(b) Notwithstanding Section 3(a) above, the Borrower may in good faith and <br />with reasonable diligence contest the validity or amount of any Mechanic's Liens and <br />defer payment and discharge thereof during the pendency of such contest, provided that: <br />(i) such contest shall prevent the sale or forfeiture of the Mortgaged Property, or any part <br />thereof or any interest therein, to satisfy such Mechanic's Liens and shall not result in a <br />forfeiture or impairment of the lien of this Mortgage; and (ii) within ten (10) days after <br />the Borrower has been notified of the filing of any such Mechanic's Liens, the Borrower <br />shall have notified the Lender in writing of the Borrower's intention to contest such <br />Mechanic's Liens, or to cause such other party to contest such Mechanic's Liens, and <br />shall have obtained a bond or title insurance endorsement over such Mechanic's Liens in <br />form and substance reasonably satisfactory to the Lender, insuring the Lender against <br />loss or damage by reason of such Mechanic's Liens; provided that in lieu of such bond or <br />title insurance endorsement the Borrower may deposit and keep on deposit with the <br />Lender (or such depositary as may be designated by the Lender) a sum of money <br />sufficient, in the reasonable judgment of the Lender, to pay in full such Mechanic's Liens <br />and all interest thereon. Any such deposits are to be held without any allowance of <br />7 <br />20150866 <br />