PRINCIPAL INDEBTEDNESS.
(C)
LITIGATION.
BORROWER SHALL GIVE PROMPT WRITTEN NOTICE TO AGENT OF
ANY LITIGATION OR GOVERNMENTAL PROCEEDINGS PENDING OR THREATENED (IN WRITING)
AGAINST BORROWER, OR THE PROPERTY WHICH IS REASONABLY LIKELY TO HAVE A MATERIAL
ADVERSE EFFECT.
(D)
ENVIRONMENTAL REMEDIATION.
(I)
IF ANY INVESTIGATION, SITE MONITORING, CLEANUP, REMOVAL,
RESTORATION OR OTHER REMEDIAL WORK OF ANY KIND OR NATURE IS REQUIRED PURSUANT TO
AN ORDER OR DIRECTIVE OF ANY GOVERNMENTAL AUTHORITY OR UNDER ANY APPLICABLE
ENVIRONMENTAL LAW, BECAUSE OF OR IN CONNECTION WITH THE CURRENT OR FUTURE
PRESENCE, SUSPECTED PRESENCE, RELEASE OR SUSPECTED RELEASE OF A HAZARDOUS
SUBSTANCE ON, UNDER OR FROM THE PROPERTY OR ANY PORTION THEREOF (COLLECTIVELY,
THE "REMEDIAL WORK"), BORROWER SHALL PROMPTLY COMMENCE AND DILIGENTLY PROSECUTE
TO COMPLETION ALL SUCH REMEDIAL WORK, AND SHALL CONDUCT SUCH REMEDIAL WORK IN
ACCORDANCE WITH APPLICABLE ENVIRONMENTAL LAWS. IN ALL EVENTS, SUCH REMEDIAL WORK
SHALL BE COMMENCED WITHIN SUCH PERIOD OF TIME AS REQUIRED UNDER ANY APPLICABLE
ENVIRONMENTAL LAW; PROVIDED, HOWEVER, THAT BORROWER SHALL NOT BE REQUIRED TO
COMMENCE SUCH REMEDIAL WORK WITHIN THE ABOVE SPECIFIED TIME PERIODS:
(X) IF
PREVENTED FROM DOING SO BY ANY GOVERNMENTAL AUTHORITY, (Y) IF COMMENCING SUCH
REMEDIAL WORK WITHIN SUCH TIME PERIODS WOULD RESULT IN BORROWER OR SUCH REMEDIAL
WORK VIOLATING ANY ENVIRONMENTAL LAW OR (Z) IF BORROWER, AT ITS EXPENSE AND
AFTER PRIOR NOTICE TO AGENT, IS CONTESTING BY APPROPRIATE LEGAL, ADMINISTRATIVE
OR OTHER PROCEEDINGS CONDUCTED IN GOOD FAITH AND WITH DUE DILIGENCE THE NEED TO
PERFORM REMEDIAL WORK, AS LONG AS (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
SHALL BE SOLD, FORFEITED OR LOST IF BORROWER DOES NOT PERFORM THE REMEDIAL WORK
BEING CONTESTED, AND BORROWER WOULD HAVE THE OPPORTUNITY TO DO SO, IN THE EVENT
OF BORROWER'S FAILURE TO PREVAIL IN THE CONTEST, (3) THE LENDERS 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, 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 THE AGENT 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 THE AGENT.
(II)
IF REQUESTED BY THE AGENT, ALL REMEDIAL WORK UNDER
CLAUSE (A) ABOVE SHALL BE PERFORMED BY CONTRACTORS, AND UNDER THE SUPERVISION OF
A CONSULTING ENGINEER, EACH APPROVED IN ADVANCE BY THE AGENT WHICH APPROVAL
SHALL NOT BE UNREASONABLY WITHHELD OR DELAYED. BORROWER SHALL PAY ALL COSTS AND
EXPENSES REASONABLY INCURRED IN CONNECTION WITH SUCH REMEDIAL WORK.