SECTION 5.10.
TAXES.
THROUGHOUT THE TERM OF
THE CREDIT FACILITY, BORROWER SHALL PREPARE AND TIMELY FILE OR CAUSE TO BE
PREPARED AND TIMELY FILED ALL FEDERAL, STATE AND LOCAL TAX RETURNS REQUIRED TO
BE FILED BY IT, AND BORROWER SHALL PAY AND DISCHARGE PRIOR TO DELINQUENCY ALL
TAXES, ASSESSMENTS AND OTHER GOVERNMENTAL CHARGES OR LEVIES IMPOSED UPON IT, OR
IN RESPECT OF ANY OF ANY OF ITS PROPERTIES AND ASSETS EXCEPT SUCH TAXES,
ASSESSMENTS AND OTHER GOVERNMENTAL CHARGES OR LEVIES, IF ANY, AS ARE BEING
CONTESTED IN GOOD FAITH BY BORROWER IN THE MANNER WHICH IS SET FORTH FOR SUCH
CONTESTS BY SECTION 4.07 HEREIN.
SECTION 5.11.
PERMITTED ENCUMBRANCES ONLY.
AT
ALL TIMES THROUGHOUT THE TERM OF THE CREDIT FACILITY, BORROWER SHALL NOT CREATE,
INCUR, ASSUME OR SUFFER TO EXIST ANY MORTGAGE, DEED OF TRUST, PLEDGE, LIEN,
SECURITY INTEREST, ENCUMBRANCE, ATTACHMENT, LEVY, DISTRAINT, OR OTHER JUDICIAL
PROCESS AND BURDENS OF EVERY KIND AND NATURE EXCEPT THE PERMITTED ENCUMBRANCES
ON OR WITH RESPECT TO THE COLLATERAL, EXCEPT (A) WITH RESPECT TO MATTERS
DESCRIBED IN SECTIONS 5.03 AND 5.10 SUCH ITEMS AS ARE BEING CONTESTED IN THE
MANNER DESCRIBED THEREIN, AND (B) WITH RESPECT TO ANY OTHER ITEMS, IF ANY, AS
ARE BEING CONTESTED IN GOOD FAITH BY APPROPRIATE PROCEEDINGS AND FOR WHICH
BORROWER HAS MAINTAINED ADEQUATE RESERVES FOR THE PAYMENT THEREOF.
SECTION 5.12.
ADVANCES.
AT ANY TIME DURING THE
TERM OF THE CREDIT FACILITY, IF BORROWER SHOULD FAIL (A) TO PERFORM OR OBSERVE,
OR (B) TO CAUSE TO BE PERFORMED OR OBSERVED, ANY COVENANT OR OBLIGATION OF
BORROWER UNDER THIS CREDIT AGREEMENT OR ANY
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OF THE OTHER LOAN DOCUMENTS, THEN AGENT BANK, UPON THE GIVING OF REASONABLE
NOTICE MAY (BUT SHALL BE UNDER NO OBLIGATION TO) TAKE SUCH STEPS AS ARE
NECESSARY TO REMEDY ANY SUCH NON-PERFORMANCE OR NON-OBSERVANCE AND PROVIDE FOR
PAYMENT THEREOF.
ALL AMOUNTS ADVANCED BY AGENT BANK OR LENDERS PURSUANT TO THIS
SECTION 5.12 SHALL BECOME AN ADDITIONAL OBLIGATION OF BORROWER TO LENDERS
SECURED BY THE DEED OF TRUST AND OTHER LOAN DOCUMENTS, SHALL REDUCE THE AMOUNT
OF AVAILABLE BORROWINGS AND SHALL BECOME DUE AND PAYABLE BY BORROWER ON THE NEXT
INTEREST PAYMENT DATE, TOGETHER WITH INTEREST THEREON AT A RATE PER ANNUM EQUAL
TO THE DEFAULT RATE (SUCH INTEREST TO BE CALCULATED FROM THE DATE OF SUCH
ADVANCEMENT TO THE DATE OF PAYMENT THEREOF BY BORROWER).
SECTION 5.13.
FURTHER ASSURANCES.
BORROWER AND
MCRI WILL DO, EXECUTE, ACKNOWLEDGE AND DELIVER, OR CAUSE TO BE DONE, EXECUTED,
ACKNOWLEDGED AND DELIVERED, SUCH AMENDMENTS OR SUPPLEMENTS HERETO OR TO ANY OF
THE LOAN DOCUMENTS AND SUCH FURTHER DOCUMENTS, INSTRUMENTS AND TRANSFERS AS
REQUISITE LENDER OR AGENT BANK MAY REASONABLY REQUIRE FOR THE CURING OF ANY
DEFECT IN THE EXECUTION OR ACKNOWLEDGEMENT HEREOF OR IN ANY OF THE LOAN
DOCUMENTS, OR IN THE DESCRIPTION OF THE REAL PROPERTY OR OTHER COLLATERAL OR FOR
THE PROPER EVIDENCING OF GIVING NOTICE OF EACH LIEN OR SECURITY INTEREST
SECURING REPAYMENT OF THE BANK FACILITIES.
FURTHER, UPON THE EXECUTION AND
DELIVERY OF THE DEED OF