Common use of Compliance with Legal and Insurance Requirements Clause in Contracts

Compliance with Legal and Insurance Requirements. The Company, at the Company's expense, shall promptly comply in all material respects with all Legal Requirements and Insurance Requirements, and shall procure, maintain and comply in all material respects with all permits, licenses and other authorizations required for any use of the Collateral or any part thereof then being made or anticipated to be made, and for the proper construction, installation, operation and maintenance of the Collateral or any part thereof; and the Company shall comply with any instruments of record at the time in force burdening the Collateral or any part thereof. As used in this Section, "Legal Requirements" means all laws, statutes, codes, acts, ordinances, resolutions, orders, judgments, decrees, injunctions, rules, regulations, permits, licenses, authorizations, directions and requirements of all governmental entities, departments, commissions, boards, courts, authorities or agencies which now or at any time hereafter may be applicable to the Collateral or any part thereof or any use, anticipated use or condition of the Collateral or any part thereof; and "Insurance Requirements" means all provisions of any insurance policy covering or applicable to the Collateral or any part thereof, all requirements of the issuer of any such policy, and all orders, rules, regulations and other requirements of the National Board of Fire Underwriters (or any other body exercising similar functions) applicable to or affecting the Collateral or any part thereof. The Company may, at the Company's expense and after written notice to the Director, by any appropriate proceedings diligently prosecuted, contest in good faith any Legal Requirement and postpone compliance therewith pending the resolution or settlement of such contest provided that such postponement does not, in the opinion of Independent Counsel, materially affect the lien, pledge or security interest created by this Security Agreement as to any part of the Collateral or subject the Collateral, or any part thereof, to imminent loss or forfeiture.

Compliance with Legal and Insurance Requirements. The CompanySubject to Article XII relating to permitted contests, Lessee, at the Company's its expense, (a) shall promptly comply comply, in all material respects with all Legal Requirements and Insurance RequirementsRequirements applicable to Lessee and the use, operation, maintenance, repair and restoration of the Facilities and the Leased Property, whether or not compliance therewith shall require structural change in any of the Leased Improvements or interfere with the use and enjoyment of the Leased Property; (b) shall not use the Leased Property and Lessee’s Personal Property for any unlawful purpose; (c) shall procure, maintain and comply in with all material respects with all Licenses and any other licenses, certificates, certifications, consents, permits, licenses governmental approvals, and other authorizations required under the Legal Requirements for any use of the Collateral or any part thereof Leased Property and Lessee’s Personal Property then being made or anticipated to be made, and for the proper constructionerection, installation, operation and maintenance of the Collateral or any part thereof; and the Company shall comply with any instruments of record at the time in force burdening the Collateral or any part thereof. As used in this Section, "Legal Requirements" means all laws, statutes, codes, acts, ordinances, resolutions, orders, judgments, decrees, injunctions, rules, regulations, permits, licenses, authorizations, directions and requirements of all governmental entities, departments, commissions, boards, courts, authorities or agencies which now or at any time hereafter may be applicable to the Collateral or any part thereof or any use, anticipated use or condition of the Collateral or any part thereof; and "Insurance Requirements" means all provisions of any insurance policy covering or applicable to the Collateral Leased Property or any part thereof, including, without limitation, any Capital Additions; and (d) shall use its commercially reasonable efforts to require under the Tenant Leases that all requirements Tenants acquire and maintain all material Licenses necessary to operate any portion of the issuer Leased Property subleased to them for any appropriate and permitted uses conducted on the Leased Property as may be permitted from time to time hereunder, it being acknowledged by Lessor that any failure by any Tenant under this clause (d) shall not cause (or be deemed to cause) a breach by Lessee of any such policythis Section 8.1 unless Lessee has so failed to use commercially reasonable efforts. Lessee’s use of the Leased Property, the use of all Lessee’s Personal Property used in connection with the Leased Property, and the maintenance, alteration, and operation of the same, and all ordersparts thereof, rulesshall at all times conform in all material respects to all Legal Requirements. Upon Lessor’s request, regulations Lessee shall deliver to Lessor copies of all such Licenses that are currently held by Lessee or its Affiliates to the extent applicable to the Leased Property. Lessee shall indemnify and other requirements defend, at Lessee’s sole cost and expense, and hold Lessor, its Affiliates and their respective successors and assigns harmless from and against and agrees to reimburse Lessor, its Affiliates and their respective successors and assigns with respect to any and all claims, demands, actions, causes of action, losses, damages, liabilities, reasonable, out-of-pocket costs and expenses (including, without limitation, reasonable attorneys’ fees and court costs) of any and every kind or character, known or unknown, fixed or contingent, asserted against or incurred by Lessor, its Affiliates and their respective successors and assigns, at any time and from time to time by reason or arising out of any breach by Lessee of any of the National Board provisions of Fire Underwriters (this Article VIII or any other body exercising similar functions) applicable breach or violation by Lessee of any Legal Requirements, including any and all such claims, demands, liabilities, damages, costs and expenses relating to immaterial violations or affecting breaches of the Collateral or any part thereof. The Company mayLegal requirements, at the Company's expense and after written notice except to the Director, by any appropriate proceedings diligently prosecuted, contest in good faith any Legal Requirement and postpone compliance therewith pending the resolution or settlement of such contest provided that such postponement does not, in the opinion of Independent Counsel, materially affect the lien, pledge or security interest created by this Security Agreement extent arising solely as to any part a result of the Collateral gross negligence or subject the Collateralwillful misconduct of Lessor or its Affiliates. All such damages and reasonable out-of-pocket costs and expenses payable to Lessor under this Section 8.1 shall be due and payable by Lessee within thirty (30) days after delivery of written demand from Lessor, its Affiliates or any part thereof, to imminent loss or forfeituretheir respective successors and assigns.

Compliance with Legal and Insurance Requirements. The CompanyMortgagor, at the Company's its expense, shall promptly comply in all material respects with all Legal Requirements and Insurance Requirements, and shall procure, maintain and comply in all material respects with all permits, licenses and other authorizations required for any use being made of the Collateral Series 1989D Mortgaged Property or any part thereof then being made or anticipated to be made, and for the proper construction, installation, operation and maintenance of the Collateral Series 1989D Mortgaged Property or any part thereof; , and the Company shall will comply with any instruments of record at the time in force burdening the Collateral Series 1989D Mortgaged Property or any part thereof. As used in this Section, "Legal Requirements" means all laws, statutes, codes, acts, ordinances, resolutions, orders, judgments, decrees, injunctions, rules, regulations, permits, licenses, authorizations, directions and requirements of all governmental entities, departments, commissions, boards, courts, authorities authorities, agencies, officials and officers, foreseen or agencies unforeseen, ordinary or extraordinary, which now or at any time hereafter may be applicable to the Collateral Series 1989D Mortgaged Property or any part thereof or thereof, any use, anticipated use or condition of the Collateral Series l989D Mortgaged Property or any part thereof; and . "Insurance Requirements" means all provisions of any insurance policy covering or applicable to the Collateral Series 1989D Mortgaged Property or any part thereof, all requirements of the issuer of any such policy, and all orders, rules, regulations and other requirements of the National Board of Fire Underwriters (or any other body exercising similar functions) applicable to or affecting the Collateral Series 1989D Mortgaged Property or any part thereof. The Company Mortgagor may, at the Company's its expense and after prior written notice to the DirectorMortgagee, by any appropriate proceedings diligently prosecuted, contest in good faith any Legal Requirement and postpone compliance therewith pending the resolution or settlement of such contest provided that such postponement does not, in the opinion of Independent Counsel, materially affect the lien, pledge lien or security interest interests created by this Security Agreement Series 1989D Mortgage as to any part of the Collateral Series 1989D Mortgaged Property or subject the CollateralSeries 1989D Mortgaged Property, or any part thereof, to imminent loss or forfeiture.

Compliance with Legal and Insurance Requirements. The Company(a) Tenant shall, at the CompanyTenant's expense, shall promptly comply in all material respects with all Legal Requirements and Insurance Requirementsapplicable statutes, and shall procure, maintain and comply in all material respects with all permits, licenses and other authorizations required for any use of the Collateral or any part thereof then being made or anticipated to be made, and for the proper construction, installation, operation and maintenance of the Collateral or any part thereof; and the Company shall comply with any instruments of record at the time in force burdening the Collateral or any part thereof. As used in this Section, "Legal Requirements" means all laws, statutes, codes, acts, ordinances, resolutions, orders, judgments, decrees, injunctions, rules, regulations, permits, licenses, authorizations, directions and requirements of all governmental entities, departments, commissions, boards, courts, authorities or agencies which now or at any time hereafter may be applicable to the Collateral or any part thereof or any use, anticipated use or condition of the Collateral or any part thereof; and "Insurance Requirements" means all provisions of any insurance policy covering or applicable to the Collateral or any part thereof, all requirements of the issuer of any such policy, and all orders, rules, regulations and other orders (the "LAWS") and with all covenants and restrictions of record and requirements of any insurance underwriters or rating bureaus now in effect or which may hereafter come into effect, whether or not they reflect a change in policy from that now existing, during the National Board of Fire Underwriters (or Term, relating in any other body exercising similar functions) applicable to or affecting the Collateral or any part thereof. The Company may, at the Company's expense and after written notice manner to the DirectorPremises and the occupation and use by Tenant of the Premises. Tenant shall conduct its business in a lawful manner and shall not use or permit the use of the Premises or the Common Areas in any manner that will tend to create waste or a nuisance or shall tend to disturb other occupants of the Project. Tenant will obtain and maintain in full force and effect any and all licenses and permits necessary for its use. Tenant shall not be required to make any structural Alterations in or to the Premises in order to comply with the foregoing, by any appropriate proceedings diligently prosecuted, contest in good faith any Legal Requirement and postpone compliance therewith pending the resolution unless such Alterations shall be necessitated or settlement of such contest provided that such postponement does notoccasioned, in whole or in part: (i) by the opinion use or occupancy or manner of Independent Counseluse, materially affect the lien, pledge occupancy or security interest created by this Security Agreement as to any part operation of the Collateral Premises by Tenant, or subject (ii) by reason of a breach of any of Tenant's covenants, warranties, or agreements hereunder, or (iii) by the Collateralacts, omissions or negligence of Tenant, or any part thereofof its officers, employees, contractors, agents, invitees, licensees or subtenants (the "TENANT PARTIES"). Any work or installation made or performed by or on behalf of Tenant pursuant to the provisions of this Section shall be made in conformity with, and subject to the provisions of Sections 8.02, 8.03 and 8.04. (b) Tenant shall not take or permit any action that would cause the Premises or Building to become an "establishment". Tenant hereby grants Landlord the right to inspect the Premises on not less than twenty-four (24) hours notice to Tenant (except in the event of an emergency in which case Landlord will use reasonable efforts commensurate with the nature of the emergency condition to give Tenant prior notice), throughout the Term of this Lease, to imminent loss determine that Tenant is in compliance with applicable laws and Tenant agrees to provide Landlord with all information necessary to ascertain that Tenant is in compliance with applicable laws. Tenant shall cooperate with Landlord in satisfying any legal requirements imposed upon Landlord relating to Tenant's operations and, upon Landlord's written request, shall furnish complete information to Landlord with regard to its operations. If, as a result of Tenant's breach of its agreements in this Section 7, the Premises or forfeiturethe Building becomes an establishment and Landlord is unable to file a "Form I" or "Form II" upon a transfer of the Premises or the Building, Tenant shall sign either a "Form III" or "Form IV" as appropriate, as the certifying party. Landlord shall also have all of its rights and remedies at law and in equity with respect to such breach. The terms "establishment", "Form I", "Form II", "Form III" and "Form IV" and "certifying party" are defined in C.G.S.A. Section 22a-134. (c) Landlord shall comply with all Laws in effect from time to time during the Term that shall impose any duty on Landlord with respect to the Common Areas (but subject to the use of any available exemptions and exclusions), and excluding any matters that arise from the acts or omissions of Tenant or other tenants of the Building or that are Tenant's responsibility pursuant to the provisions of this Section 7 or the responsibility of other tenants of the Building.

Compliance with Legal and Insurance Requirements. The Company, at the Company's its expense, shall promptly comply in all material respects with all Legal Requirements and Insurance Requirements, and shall procure, maintain and comply in all material respects with all permits, licenses and other authorizations required for any use of the Collateral or any part thereof then being made or anticipated to be made, and for the proper construction, installation, operation and maintenance of the Collateral or any part thereof; and the Company shall comply with any instruments of record at the time in force burdening the Collateral or any part thereof. As used in this SectionSection 4.1, "Legal Requirements" means all laws, laws statutes, codes, acts, ordinances, resolutions, orders, judgments, decrees, injunctions, rules, regulations, permits, licenses, authorizations, directions and requirements of all governmental entities, departments, commissions, boards, courts, authorities or agencies which now or at any time hereafter may be applicable to the Collateral or any part thereof or any use, anticipated use or condition of the Collateral or any part thereof; and "Insurance Requirements" means all provisions of any insurance policy covering or applicable to the Collateral or any part thereof, all requirements of the issuer of any such policy, and all orders, rules, regulations and other requirements of the National Board of Fire Underwriters (or any other body exercising similar functions) applicable to or affecting the Collateral or any part thereof. The Company may, at the Company's its expense and after written prior notice to the Director, by any appropriate proceedings diligently prosecuted, contest in good faith any Legal Requirement and postpone compliance therewith pending the resolution or settlement of such contest provided that such postponement does not, in the opinion of Independent Counsel, materially affect the lienpledge, pledge lien or security interest interests created by this Security Agreement as to any part of the Collateral or subject the Collateral, or any part thereof, to imminent loss or forfeiture.

Compliance with Legal and Insurance Requirements. The CompanyMortgagor, at the Company's its expense, shall promptly comply in all material respects with all Legal Requirements and Insurance Requirements, and shall procure, maintain and comply in all material respects with all permits, licenses and other authorizations required for any use of the Collateral or any part thereof then being made or anticipated to be made, and for the proper construction, installation, operation operation, maintenance and maintenance use of the Collateral or any part thereof; and the Company shall comply with any instruments of record at the time in force burdening the Collateral or any part thereofMortgaged Property. As used in this Section, "Legal Requirements" means all laws, statutes, codes, acts, ordinances, resolutions, orders, judgments, decrees, injunctions, rules, regulations, permits, licenses, authorizations, directions and requirements of all governmental entities, departments, commissions, boards, courts, authorities authorities, agencies, officials and officers, foreseen and unforeseen, ordinary or agencies extraordinary, which now or at any time hereafter may be applicable to the Collateral Mortgaged Property or any part thereof thereof, or any use, anticipated use or condition of the Collateral Mortgaged Property or any part thereof; , and "Insurance Requirements" means all provisions of any insurance policy covering or applicable to the Collateral Mortgaged Property or any part thereof, all requirements of the issuer of any such policy, and all orders, rules, regulations and other requirements of the National Board of Fire Underwriters (or any other body exercising similar functions) applicable to or affecting the Collateral Mortgaged Property or any part thereof, or any use or condition thereof. The Company Mortgagor may, at the Company's its expense and after prior written notice to the Director, by any appropriate proceedings diligently prosecutedMortgagee, contest in good faith by appropriate legal proceedings any Legal Requirement and postpone compliance therewith pending the resolution or settlement of such contest provided that (i) such postponement does not, in the reasonable opinion of Independent Counselthe Mortgagee, materially adversely affect the liencondition, pledge or security interest created by value of, or the lien of this Security Agreement Mortgage as to to, any part of the Collateral or subject Mortgaged Property, and (ii) the Collateral, or any part thereof, Mortgagor shall deposit in escrow with the Mortgagee pending such contest moneys sufficient in amount to imminent loss or forfeiturecover the cost of compliance with Legal Requirement in excess of Five Hundred Thousand Dollars ($500,000.00)so contested.

Compliance with Legal and Insurance Requirements. The Company, at the Company's expense, shall promptly comply comply, in all material respects respects, with all Legal Requirements and Insurance Requirements, and shall procure, maintain and comply in all material respects with all permits, licenses and other authorizations required for any use of the Collateral or any part thereof then being made or anticipated to be made, and for the proper construction, installation, operation and maintenance of the Collateral or any part thereof; and the Company shall comply with any instruments of record at the time in force burdening the Collateral or any part thereof. As used in this Section, "Legal Requirements" means all laws, statutes, codes, acts, ordinances, resolutions, orders, judgments, decrees, injunctions, rules, regulations, permits, licenses, authorizationsauthoriza­tions, directions and requirements of all governmental entities, departments, commissions, boards, courts, authorities or agencies which now or at any time hereafter may be applicable to the Collateral or any part thereof or any use, anticipated use or condition of the Collateral or any part thereof; and "Insurance Requirements" means all provisions of any insurance policy covering or applicable to the Collateral or any part thereof, all requirements of the issuer of any such policy, and all orders, rules, regulations and other requirements of the National Board of Fire Underwriters (or any other body exercising similar functions) applicable to or affecting the Collateral or any part thereof. The Company may, at the Company's expense and after written notice to the Director(name of local jurisdiction), by any appropriate proceedings diligently prosecuted, contest in good faith any Legal Requirement and postpone compliance therewith pending the resolution or settlement of such contest provided that such postponement does not, in the opinion of Independent Counsel, materially affect the lien, pledge or security interest created by this Security Agreement as to any part of the Collateral or subject the Collateral, or any part thereof, to imminent loss or forfeiture.

Compliance with Legal and Insurance Requirements. The Company(a) Mortgagor represents and warrants that (i) as of the date hereof, at the Company's expense, shall promptly Property and the use and operation thereof comply in all material respects with all Legal Requirements (as defined below), Insurance Requirements (as defined below) and Contractual Obligations except for any failure to comply therewith which could not have a Material Adverse Effect; (ii) there is no material default under any Legal Requirement, Insurance RequirementsRequirement and Contractual Obligation; and (iii) subject to the provisions of Section 6.15, the execution, delivery and shall procureperformance of this Leasehold Mortgage does not require any consent the failure of which to obtain would contravene any provision of and constitute a material default under, maintain any Legal Requirement, Insurance Requirement or Contractual Obligation. Notwithstanding the limitations set forth in the preceding sentence, Mortgagor represents and warrants that as of the date hereof, the Property and the use thereof comply in all material respects with all permits, licenses Environmental Laws and other authorizations required for any use of the Collateral or any part thereof then being made or anticipated to be made, that Mortgagor has complied and for the proper construction, installation, operation and maintenance of the Collateral or any part thereof; and the Company shall comply with any instruments of record at all Environmental Laws. (b) Subject to Section 2.06 and Section 2.09, Mortgagor shall promptly perform and observe, or cause to be performed and observed and cause the time in force burdening Property to comply with, if the Collateral or any part thereof. As used in this Sectionfailure to so perform and observe would have a Material Adverse Effect, "Legal Requirements" means (i) all laws, statutes, codes, acts, ordinances, resolutions, orders, judgments, decrees, injunctions, rules, regulations, judgments, orders, permits, licenses, authorizations, directions authorizations and other requirements of and agreements with all governmental entitiesgovernments, departmentsdepartment agencies, commissionscourts and officials, boards, courts, authorities or agencies which now or at any time hereafter may shall be applicable to the Collateral Subject Property or any part thereof or any use, anticipated use or condition of thereof including, without limitation, all Environmental Laws (herein collectively called the Collateral or any part thereof"Legal Requirements"); and "Insurance Requirements" means (ii) all provisions terms of any insurance policy covering or applicable to the Collateral Subject Property or any part thereofthereof as required by the Loan Agreement, all requirements of the issuer of any such policy, and all orders, rules, regulations and other requirements of the National Board of Fire Underwriters (or any other body exercising similar functions) applicable to or affecting the Collateral Subject Property or any part thereof. The Company maythereof or any use or condition thereof (herein collectively called the "Insurance Requirements"); and (iii) all Permits required for any construction, at reconstruction, repair, alteration, addition, improvement, maintenance, use and operation of the Company's expense and after written Property. (c) Mortgagor shall promptly notify Mortgagee of the receipt by Mortgagor of any notice to the Director, by any appropriate proceedings diligently prosecuted, contest in good faith of default under any Legal Requirement Requirement, Insurance Requirement, Contractual Obligation or Permit or of the receipt by Mortgagor of any notice of any threatened or actual termination of any Permit or Insurance Policy, Franchise Agreement or Site Lease and postpone compliance therewith pending the resolution or settlement furnish to Mortgagee a copy of such contest provided that such postponement does not, in the opinion notice of Independent Counsel, materially affect the lien, pledge default or security interest created by this Security Agreement as to any part of the Collateral or subject the Collateral, or any part thereof, to imminent loss or forfeituretermination.

Compliance with Legal and Insurance Requirements. The CompanyMortgagor, at the Company's its expense, shall promptly comply in all material respects with all Legal Requirements and Insurance Requirements, and shall procure, maintain and comply in all material respects with all permits, licenses and other authorizations required for any use of the Collateral or any part thereof then being made or anticipated to be made, and for the proper construction, installation, operation operation, maintenance and maintenance use of the Collateral or any part thereof; and the Company shall comply with any instruments of record at the time in force burdening the Collateral or any part thereofMortgaged Property. As used in this SectionSection 8, "“Legal Requirements" ” means all laws, statutes, codes, acts, ordinances, resolutions, orders, judgments, decrees, injunctions, rules, regulations, permits, licenses, authorizations, directions and requirements of all governmental entities, departments, commissions, boards, courts, authorities or agencies authorities, agencies, officials and officers, which now or at any time hereafter may be applicable to the Collateral Mortgaged Property or any part thereof thereof, or any use, anticipated use or condition of the Collateral Mortgaged Property or any part thereof; , and "“Insurance Requirements" ” means all provisions of any insurance policy covering or applicable to the Collateral Mortgaged Property or any part thereof, all requirements of the issuer of any such policy, and all orders, rules, regulations and other requirements of the National Board of Fire Underwriters (or any other body exercising similar functions) applicable to or affecting the Collateral Mortgaged Property or any part thereof, or any use or condition thereof. The Company Mortgagor may, at the Company's expense its expense, and after prior written notice to the Director, by any appropriate proceedings diligently prosecutedMortgagee, contest in good faith by appropriate legal proceedings any Legal Requirement and postpone compliance therewith pending the resolution or settlement of such contest provided that (i) such postponement does not, in the opinion of Independent CounselMortgagee, materially adversely affect the liencondition, pledge or security interest created by value of, or the lien of this Security Agreement Mortgage as to any part of the Collateral or subject Mortgaged Property, and (ii) Mortgagor shall deposit in escrow with Mortgagee pending such contest monies sufficient in amount to cover the Collateral, or cost of compliance of any part thereof, to imminent loss or forfeitureLegal Requirement so contested.