FOR WHICH AGENT IS OR MAY BE
LIABLE AS A RESULT THEREOF; PROVIDED, HOWEVER, IF SUCH PAYMENT WOULD BE
PROHIBITED BY LAW OR WOULD RENDER THE LOAN USURIOUS, THEN INSTEAD OF COLLECTING
SUCH PAYMENT, AGENT MAY DECLARE ALL AMOUNTS OWING UNDER THE LOAN DOCUMENTS TO BE
IMMEDIATELY DUE AND PAYABLE.
(CC)
GROUND LEASE.
(I)
THE BORROWER SHALL PAY, PROMPTLY WHEN DUE AND PAYABLE, ALL GROUND
RENT. UPON NOTICE FROM AGENT, SIMULTANEOUSLY WITH THE MAKING OF EACH AND EVERY
PAYMENT OF GROUND RENT PAYABLE AFTER THE DELIVERY OF SUCH NOTICE, THE BORROWER
SHALL SIMULTANEOUSLY DELIVER TO AGENT A COPY OF THE CHECK IN THE AMOUNT OF SUCH
PAYMENT DELIVERED TO THE PAYEE.
(II)
THE BORROWER SHALL PERFORM AND OBSERVE ALL TERMS, COVENANTS, AND
CONDITIONS THAT BORROWER IS REQUIRED TO PERFORM AND OBSERVE UNDER THE GROUND
LEASE AND DO EVERYTHING NECESSARY TO PRESERVE AND TO KEEP UNIMPAIRED AND IN FULL
FORCE AND EFFECT THE GROUND LEASE. THE BORROWER SHALL NOT PERMIT THE GROUND
LEASE TO GO INTO DEFAULT (WHETHER OR NOT ANY CURE PERIOD IN THE GROUND LEASE HAS
EXPIRED).
(III)
THE BORROWER SHALL ENFORCE THE OBLIGATIONS OF THE APPLICABLE
LESSOR UNDER THE GROUND LEASE SO THAT THE BORROWER MAY AT ALL TIMES ENJOY ALL
ITS RIGHTS, BENEFITS AND PRIVILEGES UNDER THE APPLICABLE GROUND LEASE.
(IV)
THE BORROWER SHALL NOT, WITHOUT AGENT'S CONSENT, CAUSE, AGREE TO,
PERMIT, OR SUFFER TO OCCUR ANY GROUND LEASE IMPAIRMENT. ANY GROUND LEASE
IMPAIRMENT MADE WITHOUT AGENT'S CONSENT SHALL BE NULL, VOID, AND OF NO FORCE OF
EFFECT. ANY PARTY ENTERING INTO OR PURPORTEDLY OBTAINING THE BENEFIT OF SUCH A
PURPORTED GROUND LEASE IMPAIRMENT IS HEREBY PLACED ON NOTICE THAT BORROWER HAS
NO POWER OR AUTHORITY TO CAUSE, CONSENT, OR AGREE TO SUCH GROUND LEASE
IMPAIRMENT WITHOUT AGENT'S CONSENT.
(V)
THE BORROWER SHALL NOT, WITHOUT AGENT'S CONSENT, REFUSE TO CONSENT
OR CONSENT TO ANY ACTION THAT ANY LESSOR UNDER A GROUND LEASE OR ANY THIRD PARTY
TAKES OR DESIRES TO TAKE UNDER OR WITH RESPECT TO THE GROUND LEASE.
(VI)
THE BORROWER SHALL PROMPTLY DELIVER TO AGENT A COPY OF ANY NOTICE
OF DEFAULT OR TERMINATION, OR DEMANDS FOR PERFORMANCE (OTHER THAN ROUTINE BILLS
FOR CURRENT GROUND RENT) THAT IT RECEIVES FROM THE LESSOR UNDER THE GROUND
LEASE. THE BORROWER SHALL FURNISH TO AGENT ALL INFORMATION THAT AGENT MAY
REQUEST FROM TIME TO TIME CONCERNING THE GROUND LEASE AND BORROWER'S COMPLIANCE
WITH THE GROUND LEASE. BORROWER, IMMEDIATELY UPON LEARNING THAT THE LESSOR UNDER
THE GROUND LEASE HAS FAILED TO PERFORM THE TERMS AND PROVISIONS UNDER THE GROUND
LEASE (INCLUDING BY REASON OF A REJECTION OR DISAFFIRMANCE OR PURPORTED
REJECTION OR DISAFFIRMANCE OF THE GROUND LEASE PURSUANT TO ANY STATE OR FEDERAL
BANKRUPTCY LAW), SHALL NOTIFY AGENT THEREOF. PROMPTLY AFTER THE ADVANCE CLOSING
DATE THEREFOR, AND AGAIN PROMPTLY AFTER EXECUTION OF ANY
99
AMENDMENT TO THE RELATED MORTGAGE, BORROWER SHALL NOTIFY THE APPLICABLE GROUND
LESSOR OF THE EXECUTION AND DELIVERY OF THE RELATED LEASEHOLD MORTGAGE OR SUCH
AMENDMENT. SUCH NOTICE SHALL SET FORTH, VERBATIM, IN A FORM