ACCORDANCE WITH APPLICABLE LAW, IN THE REQUISITE AMOUNT AND
IN FORM, WHICH CAUSES SUCH LIEN TO BE RELEASED AND DISCHARGED AS A LIEN AGAINST
THE PREMISES, ANY PART THEREOF OR LANDLORD AS A MATTER OF LAW; (C) LANDLORD IS
PROVIDED WITH A TITLE INSURANCE POLICY, OR AN ENDORSEMENT TO A TITLE INSURANCE
POLICY PREVIOUSLY ISSUED TO LANDLORD, INSURING LANDLORD AGAINST ANY LOSS, DAMAGE
OR EXPENSE (INCLUDING ATTORNEYS' FEES AND ALL OTHER COSTS OF DEFENSE) ARISING
OUT OF SUCH LIEN; AND
7.2.3
Tenant causes such lien to be diligently contested
in good faith by appropriate legal proceedings and promptly reimburses Landlord
for any reasonable cost or expense, including, without limitation, reasonable
attorneys' fees, suffered or incurred by Landlord as a result thereof.
7.3
TENANT'S INDEMNITY. TENANT HEREBY AGREES TO
INDEMNIFY, DEFEND (BY COUNSEL REASONABLY ACCEPTABLE TO LANDLORD) AND HOLD
HARMLESS LANDLORD AND THE PREMISES FROM AND AGAINST, ANY AND ALL CLAIMS, CAUSES
OF ACTION, LIENS, CLAIMS OF LIENS, LIABILITIES, LOSSES, DAMAGES, JUDGMENTS,
SETTLEMENTS, DEMANDS, PENALTIES AND EXPENSES (INCLUDING REASONABLE ATTORNEYS'
FEES AND EXPENSES) SUFFERED OR INCURRED BY LANDLORD OR THE PREMISES AS A RESULT
OF ANY LIEN OR CLAIM OF LIEN OF THE NATURE DESCRIBED IN SECTION 7.1 ABOVE.
7.4
LANDLORD CAUSED LIENS PROHIBITED.
LANDLORD
COVENANTS THAT IT WILL NOT CAUSE OR PERMIT ANY LIEN TO BE FILED, ASSERTED OF
OTHERWISE EXIST AGAINST THE PREMISES OR ANY PART THEREOF AS A RESULT OF
(A) NONPAYMENT FOR, OR DISPUTES WITH RESPECT TO, LABOR, MATERIAL, SERVICES OR
EQUIPMENT OTHERWISE FURNISHED TO, FOR OR ON BEHALF OF LANDLORD, OR (B) ANY
JUDGMENT, LIEN OR ATTACHMENT AGAINST THE PREMISES OR ANY PART THEREOF CAUSED BY
THE WRONGFUL ACTS OR OMISSIONS OF LANDLORD.
IF LANDLORD FAILS TO PAY OFF AND
DISCHARGE ANY SUCH LIEN, OR TO PROVIDE A CURE THEREFOR AS PROVIDED IN
SECTION 7.5 BELOW, THEN TENANT SHALL HAVE THE RIGHT, BUT NOT THE OBLIGATION, TO
OBTAIN THE RELEASE OF SUCH LIEN BY PAYING OFF THE AMOUNT CLAIMED DUE, OR
OTHERWISE SETTLING OR COMPROMISING THE AMOUNT CLAIMED.
IN SUCH EVENT, LANDLORD
SHALL REIMBURSE TENANT FOR THE ENTIRE COST THEREOF, ON DEMAND, TOGETHER WITH
INTEREST ON THE AMOUNT PAID AT THE DEFAULT INTEREST RATE UNTIL PAID.
14
7.5
LIMITED CURE RIGHT. IF (A) ANY LANDLORD
CAUSED LIEN IS FILED, ASSERTED OR OTHERWISE EXISTS AGAINST THE PREMISES OR ANY
PART THEREOF OR IS ASSERTED AGAINST LANDLORD OR TENANT, AND (B) LANDLORD IN GOOD
FAITH DISPUTES THE CLAIMANT'S RIGHT TO SUCH LIEN, THEN LANDLORD SHALL HAVE THE
RIGHT TO CONTEST THE FILING OF SUCH LIEN IF LANDLORD CAUSES ALL OF THE FOLLOWING
CONDITIONS TO BE SATISFIED WITH RESPECT TO SUCH LIEN AT ALL TIMES UNTIL THE SAME
IS FULLY RELEASED AND DISCHARGED AS A LIEN OR POTENTIAL LIEN AGAINST THE
PREMISES, ANY PART THEREOF, LANDLORD OR TENANT :
7.5.1
LANDLORD GIVES TENANT NOTICE OF THE CLAIM OF SUCH
LIEN WITHIN TEN (10) DAYS AFTER LANDLORD'S RECEIPT OF ANY WRITTEN CLAIM OR
NOTICE OF FILING OF SUCH LIEN TOGETHER WITH THE BASIS FOR LANDLORD'S DISPUTE
THEREOF, AND LANDLORD