ENVIRONMENTAL LAW, OR (Z) IF BORROWER, AT
ITS EXPENSE AND AFTER PRIOR WRITTEN NOTICE TO LENDER, IS CONTESTING BY
APPROPRIATE LEGAL, ADMINISTRATIVE OR OTHER PROCEEDINGS, CONDUCTED IN GOOD FAITH
AND WITH DUE DILIGENCE, THE NEED TO PERFORM REMEDIAL WORK. BORROWER SHALL HAVE
THE RIGHT TO CONTEST THE NEED TO PERFORM SUCH REMEDIAL WORK, PROVIDED THAT,
(1) BORROWER IS PERMITTED BY THE APPLICABLE ENVIRONMENTAL LAWS TO DELAY
PERFORMANCE OF THE REMEDIAL WORK PENDING SUCH PROCEEDINGS, (2) NEITHER THE
PROPERTY NOR ANY PART THEREOF OR INTEREST THEREIN WILL BE SOLD, FORFEITED OR
LOST IF BORROWER FAILS TO PROMPTLY PERFORM THE REMEDIAL WORK BEING CONTESTED,
AND IF BORROWER FAILS TO PREVAIL IN CONTEST, BORROWER WOULD THEREAFTER HAVE THE
OPPORTUNITY TO PERFORM SUCH REMEDIAL WORK, (3) LENDER WOULD NOT, BY VIRTUE OF
SUCH PERMITTED CONTEST, BE EXPOSED TO ANY RISK OF ANY CIVIL LIABILITY FOR WHICH
BORROWER HAS NOT FURNISHED ADDITIONAL SECURITY AS PROVIDED IN CLAUSE (4) BELOW,
OR TO ANY RISK OF CRIMINAL LIABILITY,
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AND NEITHER THE PROPERTY NOR ANY INTEREST THEREIN WOULD BE SUBJECT TO THE
IMPOSITION OF ANY LIEN FOR WHICH BORROWER HAS NOT FURNISHED ADDITIONAL SECURITY
AS PROVIDED IN CLAUSE (4) BELOW, AS A RESULT OF THE FAILURE TO PERFORM SUCH
REMEDIAL WORK AND (4) BORROWER SHALL HAVE FURNISHED TO LENDER ADDITIONAL
SECURITY IN RESPECT OF THE REMEDIAL WORK BEING CONTESTED AND THE LOSS OR DAMAGE
THAT MAY RESULT FROM BORROWER'S FAILURE TO PREVAIL IN SUCH CONTEST IN SUCH
AMOUNT AS MAY BE REASONABLY REQUESTED BY LENDER BUT IN NO EVENT LESS THAN ONE
HUNDRED TWENTY FIVE PERCENT (125%) OF THE COST OF SUCH REMEDIAL WORK AS
ESTIMATED BY LENDER OR LENDER'S CONSULTANT AND ANY LOSS OR DAMAGE THAT MAY
RESULT FROM BORROWER'S FAILURE TO PREVAIL IN SUCH CONTEST, WHICH AMOUNT SHALL
PERIODICALLY BE DISBURSED TO BORROWER DURING THE COURSE OF SUCH REMEDIAL WORK IN
ACCORDANCE WITH THOSE PROCEDURES AND REQUIREMENTS THAT LENDER MAY DETERMINE ARE
REASONABLY NECESSARY IN CONNECTION THEREWITH. UPON COMPLETION OF THE REMEDIAL
WORK, ANY UNUSED PORTION OF ANY SECURITY DEPOSITED WITH LENDER PURSUANT TO THIS
SECTION 5.8.2 SHALL PROMPTLY BE RELEASED TO BORROWER.
(D)
BORROWER SHALL NOT INSTALL OR PERMIT TO BE INSTALLED ON THE PROPERTY ANY
UNDERGROUND STORAGE TANK.
5.9
Title to the Property. Borrower will warrant and defend the title
to the Property, and the validity and priority of all Liens granted or otherwise
given to Lender under the Loan Documents, subject only to Permitted
Encumbrances, against the claims of all Persons.
5.10
Leases.
5.10.1
Generally. Upon request, Borrower shall furnish Lender with executed
copies of all Leases then in effect (other than Leases that have previously been
furnished to Lender). All renewals of Leases and all proposed leases shall
provide for rental rates and terms comparable to existing local market rates and
shall be arm's length transactions with bona fide, independent third-party
tenants.
5.10.2
Material Leases. Borrower shall not enter into a proposed Material
Lease or a proposed renewal, extension (other than a renewal or extension that
is being unilaterally exercised