LENDER
WHICH WOULD, INDIVIDUALLY OR IN THE AGGREGATE, HAVE A MATERIAL ADVERSE EFFECT
NOR AS FAR AS BORROWER CAN FORESEE MIGHT, INDIVIDUALLY OR IN THE AGGREGATE, HAVE
A MATERIAL ADVERSE EFFECT.
Section 2.06
Removal of Lien.
(a)
Borrower shall, at its expense, maintain each Mortgage as a first
lien on the Projects encumbered thereby and shall keep the Projects free and
clear of all liens and encumbrances of any kind and nature other than the
Permitted Encumbrances. Borrower shall, within thirty (30) days following the
filing thereof, promptly discharge of record, by bond or otherwise, any such
liens and, promptly upon request by Lender, shall deliver to Lender evidence
reasonably satisfactory to Lender of the discharge thereof.
(B)
WITHOUT LIMITATION TO THE PROVISIONS OF SECTION 2.06(A) HEREOF,
BORROWER SHALL (I) PAY, FROM TIME TO TIME WHEN THE SAME SHALL BECOME DUE, ALL
CLAIMS AND DEMANDS OF MECHANICS, MATERIALMEN, LABORERS, AND OTHERS WHICH, IF
UNPAID, MIGHT RESULT IN, OR PERMIT THE CREATION OF, A LIEN ON A PROJECT OR ANY
PART THEREOF, (II) CAUSE TO BE REMOVED OF RECORD (BY PAYMENT OR POSTING OF BOND
OR SETTLEMENT OR OTHERWISE) ANY MECHANICS', MATERIALMENS', LABORERS' OR OTHER
LIEN ON A PROJECT, OR ANY PART THEREOF, OR ON THE REVENUES, RENTS, ISSUES,
INCOME OR PROFIT ARISING THEREFROM, AND (III) IN GENERAL, DO OR CAUSE TO BE
DONE, WITHOUT EXPENSE TO LENDER, EVERYTHING REASONABLY NECESSARY TO PRESERVE IN
FULL THE LIEN OF THE MORTGAGES. IF BORROWER FAILS TO COMPLY WITH THE
REQUIREMENTS OF THIS SECTION 2.06(B), THEN, UPON FIVE (5) BUSINESS DAYS' PRIOR
NOTICE TO BORROWER, LENDER MAY, BUT SHALL NOT BE OBLIGATED TO, PAY ANY SUCH
LIEN, AND BORROWER SHALL, WITHIN FIVE (5) BUSINESS DAYS AFTER LENDER'S DEMAND
THEREFOR, REIMBURSE LENDER FOR ALL SUMS SO EXPENDED, TOGETHER WITH INTEREST
THEREON AT THE DEFAULT RATE FROM THE DATE ADVANCED, ALL OF WHICH SHALL BE DEEMED
PART OF THE DEBT. NOTHING CONTAINED HEREIN SHALL BE DEEMED A CONSENT OR REQUEST
OF LENDER, EXPRESS OR IMPLIED, BY INFERENCE OR OTHERWISE, TO THE PERFORMANCE OF
ANY ALTERATION, REPAIR OR OTHER WORK BY ANY CONTRACTOR, SUBCONTRACTOR OR LABORER
OR THE FURNISHING OF ANY MATERIALS BY ANY MATERIALMEN IN CONNECTION THEREWITH.
(C)
NOTWITHSTANDING THE FOREGOING, BORROWER MAY CONTEST ANY LIEN
(OTHER THAN A LIEN RELATING TO NON-PAYMENT OF IMPOSITIONS, THE CONTEST OF WHICH
SHALL BE GOVERNED BY SECTION 4.04 HEREOF) OF THE TYPE SET FORTH IN SUBPARAGRAPH
(B)(II) OF THIS SECTION 2.06 PROVIDED THAT, FOLLOWING PRIOR NOTICE TO LENDER
(I) BORROWER IS CONTESTING THE VALIDITY OF SUCH LIEN WITH DUE DILIGENCE AND IN
GOOD FAITH AND BY APPROPRIATE PROCEEDINGS, WITHOUT COST OR EXPENSE TO LENDER OR
ANY OF ITS AGENTS, EMPLOYEES, OFFICERS, OR DIRECTORS, (II) BORROWER SHALL
PRECLUDE THE COLLECTION OF, OR OTHER REALIZATION UPON, ANY CONTESTED AMOUNT FROM
THE APPLICABLE PROJECT OR ANY REVENUES FROM OR INTEREST IN SUCH PROJECT,
(III) NEITHER THE PROJECT NOR ANY PART THEREOF NOR INTEREST THEREIN, SHALL BE IN
ANY DANGER OF BEING SOLD, FORFEITED OR LOST BY REASON OF SUCH CONTEST BY
BORROWER,