TO THE
EXTENT REQUIRED, AND (B) (1) IN AMOUNTS NOT IN EXCESS OF THAT NECESSARY TO
OPERATE THE APPLICABLE INDIVIDUAL PROPERTY OR (2) FULLY DISCLOSED TO AND
APPROVED BY LENDER IN WRITING; (IV) BORROWER SHALL KEEP (OR CAUSE TO BE KEPT)
THE PROPERTIES FREE AND CLEAR OF ALL LIENS AND OTHER ENCUMBRANCES
77
IMPOSED PURSUANT TO ANY ENVIRONMENTAL LAW, WHETHER DUE TO ANY ACT OR OMISSION OF
BORROWER OR ANY OTHER PERSON (THE "ENVIRONMENTAL LIENS"); (V) BORROWER SHALL, AT
ITS SOLE COST AND EXPENSE, FULLY AND EXPEDITIOUSLY COOPERATE IN ALL ACTIVITIES
PURSUANT TO PARAGRAPH (B) BELOW, INCLUDING BUT NOT LIMITED TO PROVIDING ALL
RELEVANT INFORMATION AND MAKING KNOWLEDGEABLE PERSONS AVAILABLE FOR INTERVIEWS;
(VI) BORROWER SHALL, AT ITS SOLE COST AND EXPENSE, PERFORM OR CAUSE TO BE
PERFORMED ANY ENVIRONMENTAL SITE ASSESSMENT OR OTHER INVESTIGATION OF
ENVIRONMENTAL CONDITIONS IN CONNECTION WITH ANY OF THE PROPERTIES, PURSUANT TO
ANY REASONABLE WRITTEN REQUEST OF LENDER, UPON LENDER'S REASONABLE BELIEF THAT
AN INDIVIDUAL PROPERTY IS NOT IN FULL COMPLIANCE WITH ALL ENVIRONMENTAL LAWS,
AND SHARE WITH LENDER THE REPORTS AND OTHER RESULTS THEREOF, AND LENDER AND
OTHER INDEMNIFIED PARTIES SHALL BE ENTITLED TO RELY ON SUCH REPORTS AND OTHER
RESULTS THEREOF; (VII) BORROWER SHALL, AT ITS SOLE COST AND EXPENSE, COMPLY OR
CAUSE COMPLIANCE WITH ALL REASONABLE WRITTEN REQUESTS OF LENDER TO (A)
REASONABLY EFFECTUATE REMEDIATION OF ANY HAZARDOUS MATERIALS IN, ON, UNDER OR
FROM ANY INDIVIDUAL PROPERTY; AND (B) COMPLY WITH ANY ENVIRONMENTAL LAW; (VIII)
BORROWER SHALL NOT KNOWINGLY PERMIT ANY TENANT OR OTHER USER OF ANY OF THE
PROPERTIES TO VIOLATE ANY ENVIRONMENTAL LAW; AND (IX) BORROWER SHALL IMMEDIATELY
NOTIFY LENDER IN WRITING AFTER IT HAS BECOME AWARE OF (A) ANY PRESENCE OR
RELEASE OR THREATENED RELEASES OF HAZARDOUS MATERIALS IN, ON, UNDER, FROM OR
MIGRATING TOWARDS ANY OF THE PROPERTIES; (B) ANY NON-COMPLIANCE WITH ANY
ENVIRONMENTAL LAWS RELATED IN ANY WAY TO ANY OF THE PROPERTIES; (C) ANY ACTUAL
OR POTENTIAL ENVIRONMENTAL LIEN; (D) ANY REQUIRED OR PROPOSED REMEDIATION OF
ENVIRONMENTAL CONDITIONS RELATING TO ANY OF THE PROPERTIES; AND (E) ANY WRITTEN
OR ORAL NOTICE OR OTHER COMMUNICATION OF WHICH BORROWER BECOMES AWARE FROM ANY
SOURCE WHATSOEVER (INCLUDING BUT NOT LIMITED TO A GOVERNMENTAL AUTHORITY)
RELATING IN ANY WAY TO HAZARDOUS MATERIALS IN VIOLATION OF ENVIRONMENTAL LAWS.
(B)
LENDER AND ANY OTHER PERSON DESIGNATED BY LENDER, INCLUDING BUT
NOT LIMITED TO ANY REPRESENTATIVE OF A GOVERNMENTAL AUTHORITY, AND ANY
ENVIRONMENTAL CONSULTANT, AND ANY RECEIVER APPOINTED BY ANY COURT OF COMPETENT
JURISDICTION, SHALL HAVE THE RIGHT, BUT NOT THE OBLIGATION, TO ENTER UPON ANY
INDIVIDUAL PROPERTY AT ALL REASONABLE TIMES TO ASSESS ANY AND ALL ASPECTS OF THE
ENVIRONMENTAL CONDITION OF ANY INDIVIDUAL PROPERTY AND ITS USE, INCLUDING BUT
NOT LIMITED TO CONDUCTING ANY ENVIRONMENTAL ASSESSMENT OR AUDIT (THE SCOPE OF
WHICH SHALL BE DETERMINED IN LENDER'S SOLE AND ABSOLUTE DISCRETION) AND TAKING
SAMPLES OF SOIL, GROUNDWATER OR OTHER WATER, AIR, OR BUILDING MATERIALS, AND
CONDUCTING OTHER INVASIVE TESTING.
BORROWER SHALL COOPERATE WITH AND PROVIDE
ACCESS TO LENDER AND ANY SUCH