or Mortgage Borrower is subject and shall
not constitute a default thereunder, (iv) no part of or interest in the
Collateral or the Property will be in imminent danger of being sold, forfeited,
terminated, canceled or lost, (v) Borrower shall have furnished such security as
may be required in the proceeding, or as may be requested by Lender, to insure
the payment of any such Taxes or Other Charges, together with all interest and
penalties thereon, which shall not be less than one hundred twenty-five percent
(125%) of the Taxes and Other Charges being contested (less amounts then being
retained in the Taxes and Insurance
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SUBACCOUNT TO PAY SUCH TAXES SO CONTESTED), AND (VI) BORROWER SHALL, OR SHALL
CAUSE MORTGAGE BORROWER TO, PROMPTLY UPON FINAL DETERMINATION THEREOF PAY THE
AMOUNT OF SUCH TAXES OR OTHER CHARGES, TOGETHER WITH ALL COSTS, INTEREST AND
PENALTIES.
LENDER MAY, WITH THE PRIOR APPROVAL OF BORROWER (NOT TO BE
UNREASONABLY WITHHELD), PAY OVER ANY SUCH SECURITY OR PART THEREOF HELD BY
LENDER TO THE CLAIMANT ENTITLED THERETO AT ANY TIME WHEN, IN THE JUDGMENT OF
LENDER, THE ENTITLEMENT OF SUCH CLAIMANT IS ESTABLISHED AND BORROWER SHALL BE
PERMITTED TO USE SUCH SECURITY TO MAKE SUCH PAYMENT.
NOTWITHSTANDING THE
FOREGOING, BORROWER SHALL BE RELIEVED OF ITS OBLIGATION TO DEPOSIT THE SECURITY
DESCRIBED ABOVE PROVIDED MORTGAGE BORROWER IS REQUIRED TO AND DOES DELIVER SUCH
SECURITY TO MORTGAGE LENDER IN ACCORDANCE WITH THE MORTGAGE LOAN DOCUMENTS AND
LENDER RECEIVES EVIDENCE REASONABLY ACCEPTABLE TO LENDER OF THE DELIVERY OF SUCH
SECURITY.
PROVIDED NO DEFAULT OR EVENT OF DEFAULT SHALL HAVE OCCURRED AND IS
CONTINUING, UPON DELIVERY OF EVIDENCE REASONABLY SATISFACTORY TO LENDER THAT
SUCH TAXES OR OTHER CHARGES HAVE BEEN PAID IN FULL OR ARE OTHERWISE NO LONGER
DUE AND PAYABLE, ANY UNUSED PORTION OF ANY SECURITY DEPOSITED WITH LENDER
PURSUANT TO THIS SECTION 5.2 SHALL PROMPTLY BE RELEASED TO BORROWER.
5.3
ACCESS TO PROPERTY.
BORROWER SHALL, OR SHALL CAUSE MORTGAGE
BORROWER TO, PERMIT AGENTS, REPRESENTATIVES, CONSULTANTS AND EMPLOYEES OF LENDER
TO INSPECT THE PROPERTY OR ANY PART THEREOF AT REASONABLE HOURS UPON REASONABLE
ADVANCE NOTICE SUBJECT TO THE RIGHTS OF TENANTS OF THE PROPERTY UNDER THEIR
RESPECTIVE LEASES.
5.4
REPAIRS; MAINTENANCE AND COMPLIANCE; ALTERATIONS.
5.4.1
REPAIRS; MAINTENANCE AND COMPLIANCE.
BORROWER SHALL, OR SHALL CAUSE
MORTGAGE BORROWER TO, (I) AT ALL TIMES MAINTAIN, PRESERVE AND PROTECT ALL
FRANCHISES AND TRADE NAMES, AND BORROWER SHALL, OR SHALL CAUSE MORTGAGE BORROWER
TO, CAUSE THE PROPERTY TO BE MAINTAINED IN A GOOD AND SAFE CONDITION AND REPAIR
AND (II) NOT REMOVE, DEMOLISH OR ALTER THE IMPROVEMENTS OR EQUIPMENT (EXCEPT FOR
ALTERATIONS PERFORMED IN ACCORDANCE WITH SECTION 5.4.2 OR THE MORTGAGE LOAN
AGREEMENT AND NORMAL REPLACEMENT OF EQUIPMENT WITH EQUIPMENT OF EQUIVALENT VALUE
AND FUNCTIONALITY OR REMOVAL OF EQUIPMENT THAT IS NOT MATERIAL TO THE OPERATION
OR VALUE OF THE PROPERTY AS AN OFFICE BUILDING).
BORROWER SHALL, OR SHALL CAUSE
MORTGAGE BORROWER TO, PROMPTLY COMPLY WITH ALL LEGAL REQUIREMENTS AND
IMMEDIATELY CURE PROPERLY ANY VIOLATION OF A LEGAL REQUIREMENT.
BORROWER SHALL,