OF FORFEITURE.
BORROWER SHALL
AT ALL TIMES MAINTAIN, PRESERVE AND PROTECT ALL ITS FRANCHISES AND TRADE NAMES
AND PRESERVE ALL THE REMAINDER OF ITS PROPERTY USED OR USEFUL IN THE CONDUCT OF
ITS BUSINESS AND SHALL KEEP THE PROPERTIES IN GOOD WORKING ORDER AND REPAIR, AND
FROM TIME TO TIME
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MAKE, OR CAUSE TO BE MADE, ALL REASONABLY NECESSARY REPAIRS, RENEWALS,
REPLACEMENTS, BETTERMENTS AND IMPROVEMENTS THERETO, ALL AS MORE FULLY PROVIDED
IN THE MORTGAGE.
BORROWER SHALL KEEP THE PROPERTIES INSURED AT ALL TIMES BY
FINANCIALLY SOUND AND REPUTABLE INSURERS, TO SUCH EXTENT AND AGAINST SUCH RISKS,
AND MAINTAIN LIABILITY AND SUCH OTHER INSURANCE, AS IS MORE FULLY PROVIDED IN
THIS AGREEMENT. BORROWER SHALL OPERATE, OR CAUSE THE TENANT TO OPERATE, ANY
INDIVIDUAL PROPERTY THAT IS THE SUBJECT OF AN O&M AGREEMENT (IF ANY) IN
ACCORDANCE WITH THE TERMS AND PROVISIONS THEREOF IN ALL MATERIAL RESPECTS.
AFTER PRIOR WRITTEN NOTICE TO LENDER, BORROWER, AT ITS OWN EXPENSE, MAY CONTEST
BY APPROPRIATE LEGAL PROCEEDING PROMPTLY INITIATED AND CONDUCTED IN GOOD FAITH
AND WITH DUE DILIGENCE, THE VALIDITY OF ANY LEGAL REQUIREMENT, THE APPLICABILITY
OF ANY LEGAL REQUIREMENT TO BORROWER OR ANY INDIVIDUAL PROPERTY OR ANY ALLEGED
VIOLATION OF ANY LEGAL REQUIREMENT, PROVIDED THAT (I) NO EVENT OF DEFAULT HAS
OCCURRED AND REMAINS UNCURED; (II) INTENTIONALLY OMITTED; (III) SUCH PROCEEDING
SHALL BE PERMITTED UNDER AND BE CONDUCTED IN ACCORDANCE WITH THE PROVISIONS OF
ANY INSTRUMENT TO WHICH BORROWER IS SUBJECT AND SHALL NOT CONSTITUTE A DEFAULT
THEREUNDER AND SUCH PROCEEDING SHALL BE CONDUCTED IN ACCORDANCE WITH ALL
APPLICABLE STATUTES, LAWS AND ORDINANCES; (IV) NO INDIVIDUAL PROPERTY NOR ANY
PART THEREOF OR INTEREST THEREIN WILL NOT BE IN DANGER OF BEING SOLD, FORFEITED,
TERMINATED, CANCELLED OR LOST; (V) BORROWER SHALL PROMPTLY UPON FINAL
DETERMINATION THEREOF COMPLY WITH ANY SUCH LEGAL REQUIREMENT DETERMINED TO BE
VALID OR APPLICABLE OR CURE ANY VIOLATION OF ANY LEGAL REQUIREMENT; (VI) SUCH
PROCEEDING SHALL SUSPEND THE ENFORCEMENT OF THE CONTESTED LEGAL REQUIREMENT
AGAINST BORROWER OR ANY INDIVIDUAL PROPERTY; AND (VII) BORROWER SHALL FURNISH
SUCH SECURITY AS MAY BE REQUIRED IN THE PROCEEDING, OR AS MAY BE REQUESTED BY
LENDER, TO INSURE COMPLIANCE WITH SUCH LEGAL REQUIREMENT, TOGETHER WITH ALL
INTEREST AND PENALTIES PAYABLE IN CONNECTION THEREWITH.
LENDER MAY APPLY ANY
SUCH SECURITY, AS NECESSARY TO CAUSE COMPLIANCE WITH SUCH LEGAL REQUIREMENT AT
ANY TIME WHEN, IN THE REASONABLE JUDGMENT OF LENDER, THE VALIDITY, APPLICABILITY
OR VIOLATION OF SUCH LEGAL REQUIREMENT IS FINALLY ESTABLISHED OR ANY INDIVIDUAL
PROPERTY (OR ANY PART THEREOF OR INTEREST THEREIN) SHALL BE IN DANGER OF BEING
SOLD, FORFEITED, TERMINATED, CANCELLED OR LOST.
5.1.2
TAXES AND OTHER CHARGES.
BORROWER SHALL PAY OR CAUSE TO BE PAID
ALL TAXES AND OTHER CHARGES NOW OR HEREAFTER LEVIED OR ASSESSED OR IMPOSED
AGAINST THE PROPERTIES OR ANY PART THEREOF AS THE SAME BECOME DUE AND PAYABLE;
PROVIDED, HOWEVER, BORROWER'S OBLIGATION TO DIRECTLY PAY TO THE APPROPRIATE
TAXING AUTHORITY TAXES SHALL BE SUSPENDED FOR SO LONG AS BORROWER COMPLIES WITH
THE TERMS AND PROVISIONS OF SECTION 7.2 HEREOF.