PERMITTED HEREUNDER (INCLUDING PERMITTED ENCUMBRANCES) AND (B) THE VALIDITY AND
PRIORITY OF THE LIENS OF THE MORTGAGE AND THE ASSIGNMENT OF LEASES ON THE
PROPERTY, SUBJECT ONLY TO LIENS PERMITTED HEREUNDER (INCLUDING PERMITTED
ENCUMBRANCES), IN EACH CASE AGAINST THE CLAIMS OF ALL PERSONS WHOMSOEVER.
BORROWER SHALL REIMBURSE LENDER FOR ANY LOSSES, COSTS, DAMAGES OR EXPENSES
(INCLUDING REASONABLE ATTORNEYS' FEES AND COURT COSTS) INCURRED BY LENDER IF AN
INTEREST IN THE PROPERTY, OTHER THAN AS PERMITTED HEREUNDER, IS CLAIMED BY
ANOTHER PERSON.
5.1.14
COSTS OF ENFORCEMENT.
IN THE EVENT (A) THAT THE
MORTGAGE ENCUMBERING THE PROPERTY IS FORECLOSED IN WHOLE OR IN PART OR THAT THE
MORTGAGE IS PUT INTO THE HANDS OF AN ATTORNEY FOR COLLECTION, SUIT, ACTION OR
FORECLOSURE, (B) OF THE FORECLOSURE OF ANY MORTGAGE PRIOR TO OR SUBSEQUENT TO
THE MORTGAGE ENCUMBERING THE PROPERTY IN WHICH PROCEEDING LENDER IS MADE A
PARTY, OR (C) OF THE BANKRUPTCY, INSOLVENCY, REHABILITATION OR OTHER SIMILAR
PROCEEDING IN RESPECT OF BORROWER OR ANY OF ITS CONSTITUENT PERSONS OR AN
ASSIGNMENT BY BORROWER OR ANY OF ITS CONSTITUENT PERSONS FOR THE BENEFIT OF ITS
CREDITORS, BORROWER, ITS SUCCESSORS OR ASSIGNS, SHALL BE CHARGEABLE WITH AND
AGREES TO PAY ALL COSTS OF COLLECTION AND DEFENSE, INCLUDING REASONABLE
ATTORNEYS' FEES AND COSTS, INCURRED BY LENDER OR BORROWER IN CONNECTION
THEREWITH AND IN CONNECTION WITH ANY APPELLATE PROCEEDING OR POST-JUDGMENT
ACTION INVOLVED THEREIN, TOGETHER WITH ALL REQUIRED SERVICE OR USE TAXES.
5.1.15
ESTOPPEL STATEMENT.
(A)
AFTER REQUEST BY LENDER,
BORROWER SHALL WITHIN TEN (10) DAYS FURNISH LENDER WITH A STATEMENT, DULY
ACKNOWLEDGED AND CERTIFIED, SETTING FORTH (I) THE AMOUNT OF THE ORIGINAL
PRINCIPAL AMOUNT OF THE NOTE, (II) THE UNPAID PRINCIPAL AMOUNT OF THE NOTE,
(III) THE APPLICABLE INTEREST RATE OF THE NOTE, (IV) THE DATE INSTALLMENTS OF
INTEREST AND/OR PRINCIPAL WERE LAST PAID, (V) ANY OFFSETS OR DEFENSES TO THE
PAYMENT OF THE DEBT, IF ANY, AND (VI) THAT THE NOTE, THIS AGREEMENT, THE
MORTGAGE AND THE OTHER LOAN DOCUMENTS ARE VALID, LEGAL AND BINDING OBLIGATIONS
AND HAVE NOT BEEN MODIFIED OR IF MODIFIED, GIVING PARTICULARS OF SUCH
MODIFICATION.
(B)
BORROWER SHALL USE COMMERCIALLY REASONABLE
EFFORTS TO DELIVER TO LENDER UPON REQUEST, TENANT ESTOPPEL CERTIFICATES FROM
EACH ANCHOR TENANT (AND/OR ANY REPLACEMENT TENANT LEASING SPACE AT THE PROPERTY
FROM BORROWER) AND SUCH OTHER COMMERCIAL TENANT AS LENDER MAY REQUEST IN FORM
AND SUBSTANCE REASONABLY SATISFACTORY TO LENDER PROVIDED THAT BORROWER SHALL NOT
BE REQUIRED TO DELIVER SUCH CERTIFICATES MORE FREQUENTLY THAN ONE (1) TIME IN
ANY
40
CALENDAR YEAR OR WITH RESPECT TO THE ANCHOR TENANT ONLY, THE MAXIMUM FREQUENCY
SET FORTH IN THE ANCHOR TENANT LEASE, WHICHEVER IS LESS FREQUENT.
(C)
WITHIN THIRTY (30) DAYS OF REQUEST BY
BORROWER, LENDER SHALL DELIVER TO BORROWER A STATEMENT SETTING FORTH THE ITEMS
DESCRIBED AT (A)(I), (II), (III) AND (IV) OF THIS SECTION 5.1.15.
5.1.16
LOAN PROCEEDS.
BORROWER SHALL USE THE PROCEEDS OF THE
LOAN RECEIVED BY IT ON THE CLOSING DATE ONLY FOR THE PURPOSES SET FORTH IN
SECTION 2.1.4.
5.1.17
PERFORMANCE BY BORROWER.