Loan Agreement.
Section 9.02
Payment of Taxes and Other Lienable
Charges.
(A)
PAYMENT OBLIGATION.
BORROWER SHALL
PROMPTLY AND FULLY PAY BY THEIR DUE DATE ALL TAXES AND OTHER CHARGES NOW OR
HEREAFTER ASSESSED OR CHARGED AGAINST THE PROPERTY AS THEY BECOME DUE AND
PAYABLE.
BORROWER SHALL PROMPTLY CAUSE TO BE PAID AND DISCHARGED ANY LIEN WHICH
MAY BE OR BECOME A LIEN AGAINST THE PROPERTY (INCLUDING, WITHOUT LIMITATION,
MECHANIC'S OR MATERIALMAN'S LIENS).
EXCEPT TO THE EXTENT SUMS SUFFICIENT TO PAY
TAXES OR OTHER CHARGES HAVE BEEN DEPOSITED WITH LENDER IN ACCORDANCE WITH THIS
LOAN AGREEMENT, BORROWER SHALL FURNISH TO LENDER, UPON REQUEST, EVIDENCE
SATISFACTORY TO LENDER THAT ALL TAXES AND OTHER CHARGES HAVE BEEN PAID AND ARE
NOT DELINQUENT.
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(B)
RIGHT TO CONTEST.
AFTER PRIOR WRITTEN
NOTICE TO LENDER, BORROWER, AT ITS OWN EXPENSE, MAY CONTEST BY APPROPRIATE LEGAL
PROCEEDING, PROMPTLY INITIATED AND CONDUCTED IN GOOD FAITH WITH DUE DILIGENCE,
THE AMOUNT OR VALIDITY OR APPLICATION IN WHOLE OR IN PART OF ANY OF THE TAXES OR
OTHER CHARGES, PROVIDED THAT:
(I) NO EVENT OF DEFAULT EXISTS; (II) SUCH
PROCEEDING SUSPENDS THE COLLECTION OF SUCH TAXES OR OTHER CHARGES AND THE
PROPERTY WILL NOT BE IN DANGER OF BEING SOLD FOR SUCH UNPAID TAXES OR OTHER
CHARGES, OR BORROWER HAS PAID ALL OF SUCH TAXES OR OTHER CHARGES UNDER PROTEST;
(III) SUCH PROCEEDING IS PERMITTED UNDER AND IS CONDUCTED IN ACCORDANCE WITH THE
PROVISIONS OF ANY OTHER INSTRUMENT TO WHICH BORROWER OR THE PROPERTY IS SUBJECT
AND DOES NOT CONSTITUTE A DEFAULT THEREUNDER; (IV) IF BORROWER HAS NOT PAID THE
DISPUTED AMOUNTS IN FULL UNDER PROTEST, BORROWER SHALL DEPOSIT WITH LENDER CASH
(OR OTHER SECURITY AS MAY BE APPROVED, IN WRITING, BY LENDER) IN AN AMOUNT
LENDER DEEMS SUFFICIENT TO INSURE THE PAYMENT OF ANY SUCH TAXES OR OTHER CHARGES
TOGETHER WITH INTEREST AND PENALTIES THEREON, IF ANY, PROVIDED THAT AFTER A
SECURITIZATION, ONE HUNDRED TWENTY-FIVE PERCENT (125%) OF THE CONTESTED AMOUNT
(PLUS ANTICIPATED PENALTY AND INTEREST) SHALL BE DEPOSITED WITH LENDER;
(V) BORROWER FURNISHES TO LENDER ALL OTHER ITEMS REASONABLY REQUESTED BY LENDER;
AND (VI) UPON A FINAL DETERMINATION THEREOF, BORROWER PROMPTLY PAYS THE AMOUNT
OF ANY SUCH TAXES OR OTHER CHARGES, TOGETHER WITH ALL COSTS, INTEREST AND
PENALTIES WHICH MAY BE PAYABLE IN CONNECTION THEREWITH, AND BORROWER SHALL BE
PERMITTED TO USE THE AMOUNT SO DEPOSITED WITH LENDER TO MAKE SUCH PAYMENT, AND
TO THE EXTENT ANY OF SUCH FUNDS REMAIN WITH LENDER FOLLOWING SUCH PAYMENT, IF NO
EVENT OF DEFAULT SHALL HAVE OCCURRED, LENDER SHALL DISBURSE ALL REMAINING FUNDS
TO BORROWER.
LENDER MAY PAY OVER ANY SECURITY HELD BY LENDER PURSUANT TO THIS
SECTION TO THE CLAIMANT ENTITLED THERETO AT ANY TIME WHEN, IN LENDER'S JUDGMENT,
THE ENTITLEMENT OF SUCH CLAIMANT IS ESTABLISHED, AND, TO THE EXTENT THE SECURITY
POSTED BY BORROWER WITH LENDER IS INSUFFICIENT TO PAY THE FULL AMOUNT DUE
(INCLUDING, WITHOUT LIMITATION, ANY PENALTIES OR INTEREST THEREON), BORROWER
SHALL BE LIABLE FOR THE DEFICIENCY.
IF LENDER PAYS THE DEFICIENCY (WHICH LENDER
SHALL