IF ANY INVESTIGATION, SITE MONITORING, CONTAINMENT, CLEANUP, REMOVAL,
RESTORATION OR OTHER WORK OF ANY KIND IS REASONABLY NECESSARY UNDER AN
APPLICABLE ENVIRONMENTAL LAW ("REMEDIAL WORK"), BORROWER SHALL COMMENCE (OR
SHALL CAUSE OWNER TO COMMENCE) ALL SUCH REMEDIAL WORK WITHIN 30 DAYS AFTER
WRITTEN DEMAND BY LENDER AND THEREAFTER DILIGENTLY PROSECUTE TO COMPLETION ALL
SUCH REMEDIAL WORK WITHIN SUCH PERIOD OF TIME AS MAY BE REQUIRED UNDER
APPLICABLE LAW.
ALL REMEDIAL WORK SHALL BE PERFORMED BY LICENSED CONTRACTORS
REASONABLY APPROVED IN ADVANCE BY LENDER AND UNDER THE SUPERVISION OF A
CONSULTING ENGINEER APPROVED BY LENDER.
ALL COSTS OF SUCH REMEDIAL WORK SHALL
BE PAID BY BORROWER OR OWNER, INCLUDING LENDER'S REASONABLE ATTORNEYS' FEES AND
DISBURSEMENTS INCURRED IN CONNECTION WITH THE MONITORING OR REVIEW OF SUCH
REMEDIAL WORK.
IF BORROWER DOES NOT (OR DOES NOT CAUSE OWNER TO) TIMELY
COMMENCE AND DILIGENTLY PROSECUTE TO COMPLETION THE REMEDIAL WORK, LENDER MAY
(BUT SHALL NOT BE OBLIGATED TO) CAUSE SUCH REMEDIAL WORK TO BE PERFORMED AT
BORROWER'S EXPENSE.
NOTWITHSTANDING THE FOREGOING, BORROWER SHALL NOT BE
REQUIRED TO COMMENCE (OR CAUSE OWNER TO COMMENCE) SUCH REMEDIAL WORK WITHIN THE
ABOVE SPECIFIED TIME PERIOD: (X) IF PREVENTED FROM DOING SO BY ANY GOVERNMENTAL
AUTHORITY, (Y) IF COMMENCING SUCH REMEDIAL WORK WITHIN SUCH TIME PERIOD WOULD
RESULT IN BORROWER OR OWNER OR SUCH REMEDIAL WORK VIOLATING ANY ENVIRONMENTAL
LAW, OR (Z) IF BORROWER OR OWNER, AT ITS EXPENSE AND AFTER PRIOR WRITTEN NOTICE
TO LENDER, IS CONTESTING BY APPROPRIATE LEGAL, ADMINISTRATIVE OR OTHER
PROCEEDINGS, CONDUCTED IN GOOD FAITH AND WITH DUE DILIGENCE, THE NEED TO PERFORM
REMEDIAL WORK.
OWNER SHALL HAVE THE RIGHT TO CONTEST THE NEED TO PERFORM SUCH
REMEDIAL WORK, PROVIDED THAT, (1) OWNER IS PERMITTED BY THE APPLICABLE
ENVIRONMENTAL LAWS TO DELAY PERFORMANCE OF THE REMEDIAL WORK PENDING SUCH
PROCEEDINGS, (2) NEITHER THE PROPERTY NOR ANY PART THEREOF OR INTEREST THEREIN
WILL BE SOLD, FORFEITED OR LOST IF OWNER FAILS TO PROMPTLY PERFORM THE REMEDIAL
WORK BEING CONTESTED, AND IF OWNER FAILS TO PREVAIL IN CONTEST, BORROWER OR
OWNER WOULD THEREAFTER HAVE THE OPPORTUNITY TO PERFORM SUCH REMEDIAL WORK,
(3) LENDER WOULD NOT, BY VIRTUE OF SUCH PERMITTED CONTEST, BE EXPOSED TO ANY
RISK OF ANY CIVIL LIABILITY FOR WHICH BORROWER OR OWNER HAS NOT FURNISHED
ADDITIONAL SECURITY AS PROVIDED IN CLAUSE (4) BELOW, OR TO ANY RISK OF CRIMINAL
LIABILITY, AND NEITHER THE PROPERTY NOR ANY INTEREST THEREIN WOULD BE SUBJECT TO
THE IMPOSITION OF ANY LIEN FOR WHICH BORROWER OR OWNER HAS NOT FURNISHED
ADDITIONAL SECURITY AS PROVIDED IN CLAUSE (4) BELOW, AS A RESULT OF THE FAILURE
TO PERFORM SUCH REMEDIAL WORK AND (4) BORROWER OR OWNER SHALL HAVE FURNISHED TO
LENDER ADDITIONAL SECURITY IN RESPECT OF THE REMEDIAL WORK BEING CONTESTED AND
THE LOSS OR DAMAGE THAT MAY RESULT FROM BORROWER'S OR OWNER'S FAILURE TO PREVAIL
IN SUCH CONTEST IN SUCH AMOUNT AS MAY BE REASONABLY REQUESTED BY LENDER BUT IN
NO EVENT LESS THAN ONE HUNDRED TWENTY-FIVE PERCENT (125%) OF THE COST OF SUCH
REMEDIAL WORK AS ESTIMATED BY