200206622 - Laserfiche WebLink

Browse

20020662 3.02.04 Grantor, to the full extent permitted by applicable law, shall indemnify and hold Beneficiary harmless from, or shall reimburse Beneficiary for any and all intangible tax, documentary stamp tax, mortgage tax, note tax or other like or similar tax (excluding income, franchise or capital taxes imposed on the income of Beneficiary or because Beneficiary may be deemed to be doing business in the jurisdiction) imposed with respect to this Instrument or the indebtedness evidenced thereby, and from any interest, charges or penalties assessed with respect thereto. 3.02.05 Nothing contained in this Section 3.02 shall require the payment or discharge of any such tax, lien, assessment or charge by Grantor for so long as Grantor shall in good faith and at its own expense contest the same or the validity thereof by appropriate administrative and legal proceedings provided the same shall prevent (i) the collection thereof or other realization thereon and the sale or forfeiture of the Premises or any part thereof to satisfy the same or (ii) the enforcement thereof against Grantor, Beneficiary or the Premises or any part thereof, and so long as Grantor first deposits with Beneficiary in escrow such sums or other security, or provides such other assurances, as Beneficiary may reasonably require to assure Beneficiary of the availability of sufficient monies to pay such tax, lien, assessment or charge if and when same is finally determined to be due. 3.03 Insurance. 3.03.01 Until the Obligations shall have been paid in full and the Credit Agreement shall have been terminated, Grantor shall keep the Premises insured in accordance with the requirements of Section 6.1(i) of the Credit Agreement. 3.03.02 Beneficiary is hereby authorized and empowered by Grantor, at the option of Beneficiary to adjust or compromise any loss under any insurance policies maintained pursuant to this Section 3.03, and to collect and receive the proceeds from any such policy or policies. Each insurance company is hereby authorized and directed by Grantor to make payment for all such losses directly to Beneficiary, instead of to Grantor or to Grantor and Beneficiary jointly. In the event any insurance company fails to disburse directly and solely to Beneficiary but disburses instead either solely to Grantor or to Grantor and Beneficiary jointly, Grantor agrees immediately to endorse and transfer such proceeds to Beneficiary. Upon the failure of Grantor to endorse and transfer such proceeds as aforesaid, Beneficiary may execute such endorsements or transfers for and in the name of Grantor and Grantor hereby irrevocably appoints Beneficiary as Grantor's agent and attorney -in -fact so to do. Such insurance proceeds, net of Beneficiary's reasonable expenses incurred in the collection and administration of such sums, including attorneys' fees, shall be applied (a) if no Event of Default, or event which with notice or the passage of time or both would constitute an Event of Default, has occurred and is continuing and the amount of such net proceeds is Fifty Thousand Dollars ($50,000) or less, either to prepay the Obligations or to repair or restore the Premises as Grantor shall elect and (b) if either an Event of Default, or event which with notice or the passage of time or both would constitute an Event of Default, has occurred and is continuing or the amount of such net proceeds is greater than Fifty Thousand Dollars ($50,000), either to prepay the Obligations or to repair or restore the Premises as Beneficiary shall elect. Beneficiary shall not be held responsible for any failure to collect any insurance proceeds due under the terms of any policy regardless of the cause of such failure. -5-