OBLIGATIONS IMPOSED UPON THE LESSOR UNDER THE
LEASES, AND SHALL NOT DO OR PERMIT ANYTHING TO IMPAIR THE VALUE OF THE LEASES AS
SECURITY FOR THE DEBT;
(II) SHALL PROMPTLY SEND COPIES TO LENDER OF ALL NOTICES
OF DEFAULT THAT BORROWER SHALL SEND OR RECEIVE UNDER ANY LEASE; (III) SHALL
ENFORCE, IN ACCORDANCE WITH COMMERCIALLY REASONABLE PRACTICES FOR PROPERTIES
SIMILAR TO THE PROPERTY, THE TERMS, COVENANTS AND CONDITIONS IN THE LEASES TO BE
OBSERVED OR PERFORMED BY THE LESSEES, SHORT OF TERMINATION THEREOF; (IV)
SHALL
NOT COLLECT ANY OF THE RENTS MORE THAN ONE MONTH IN ADVANCE (OTHER THAN SECURITY
DEPOSITS); (V) SHALL NOT EXECUTE ANY OTHER ASSIGNMENT OF LESSOR'S INTEREST IN
THE LEASES OR THE RENTS (EXCEPT AS CONTEMPLATED BY THE LOAN DOCUMENTS);
(VI) SHALL NOT MODIFY ANY LEASE IN A MANNER INCONSISTENT WITH THE LOAN
DOCUMENTS; (VII) SHALL NOT CONVEY OR TRANSFER OR SUFFER OR PERMIT A CONVEYANCE
OR TRANSFER OF THE PROPERTY SO AS TO EFFECT A MERGER OF THE ESTATES AND RIGHTS
OF, OR A TERMINATION OR DIMINUTION OF THE
43
OBLIGATIONS OF, LESSEES UNDER LEASES; (VIII) SHALL NOT CONSENT TO ANY ASSIGNMENT
OF OR SUBLETTING UNDER ANY MATERIAL LEASE UNLESS REQUIRED IN ACCORDANCE WITH ITS
TERMS WITHOUT THE PRIOR CONSENT OF LENDER, WHICH, WITH RESPECT TO A SUBLETTING,
MAY NOT, SO LONG AS NO EVENT OF DEFAULT IS CONTINUING,
BE UNREASONABLY WITHHELD
OR DELAYED; AND (IX) SHALL NOT CANCEL OR TERMINATE ANY LEASE OR ACCEPT A
SURRENDER THEREOF (EXCEPT IN THE EXERCISE OF BORROWER'S COMMERCIALLY REASONABLE
JUDGMENT IN CONNECTION WITH A TENANT DEFAULT UNDER A MINOR LEASE OR AS EXPRESSLY
PERMITTED UNDER THE TERMS OF SUCH LEASE IN ACCORDANCE WITH SECTION
5.10.3(D)) WITHOUT THE PRIOR CONSENT OF LENDER, WHICH CONSENT SHALL NOT, SO LONG
AS NO EVENT OF DEFAULT IS CONTINUING, BE UNREASONABLY WITHHELD OR DELAYED.
5.11
ESTOPPEL STATEMENT.
AFTER REQUEST BY LENDER, BORROWER SHALL WITHIN
TEN DAYS FURNISH LENDER WITH A STATEMENT ADDRESSED TO LENDER, ITS SUCCESSORS AND
ASSIGNS, DULY ACKNOWLEDGED AND CERTIFIED, SETTING FORTH (I) THE UNPAID
PRINCIPAL, (II) THE INTEREST RATE, (III) THE DATE INSTALLMENTS OF INTEREST
AND/OR PRINCIPAL WERE LAST PAID, (IV) ANY OFFSETS OR DEFENSES TO THE PAYMENT OF
THE DEBT, AND (V) THAT THE LOAN DOCUMENTS ARE VALID, LEGAL AND BINDING
OBLIGATIONS AND HAVE NOT BEEN MODIFIED OR IF MODIFIED, GIVING PARTICULARS OF
SUCH MODIFICATION.
5.12
PROPERTY MANAGEMENT.
5.12.1
MANAGEMENT AGREEMENT.
BORROWER SHALL (I) CAUSE THE PROPERTY TO BE
MANAGED PURSUANT TO THE MANAGEMENT AGREEMENT; (II) PROMPTLY PERFORM AND OBSERVE
ALL OF THE COVENANTS REQUIRED TO BE PERFORMED AND OBSERVED BY IT UNDER THE
MANAGEMENT AGREEMENT AND DO ALL THINGS NECESSARY TO PRESERVE AND TO KEEP
UNIMPAIRED ITS RIGHTS THEREUNDER; (III) PROMPTLY NOTIFY LENDER OF ANY DEFAULT
UNDER THE MANAGEMENT AGREEMENT OF WHICH IT IS AWARE; (IV) PROMPTLY DELIVER TO
LENDER A COPY OF EACH FINANCIAL STATEMENT, BUSINESS PLAN, CAPITAL EXPENDITURE
PLAN, AND PROPERTY IMPROVEMENT PLAN AND ANY OTHER NOTICE, REPORT AND ESTIMATE
RECEIVED BY BORROWER UNDER THE MANAGEMENT AGREEMENT; AND (V) PROMPTLY ENFORCE
THE PERFORMANCE AND OBSERVANCE