Common use of Covenants on Environmental Matters Clause in Contracts

Covenants on Environmental Matters. (1) Borrower shall (a) comply strictly and in all respects with applicable Environmental Laws; (b) notify Administrative Agent immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Project; (c) promptly remove such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative Agent; and (d) promptly forward to Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project or Borrower. (2) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws), (b) any underground storage tanks to be installed at the Project, or (c) any activity that requires a permit or other authorization under Environmental Laws to be conducted at the Project. (3) Lead Borrower shall provide to Administrative Agent, at Borrower’s expense promptly upon the written request of Administrative Agent from time to time, a Site Assessment or, if required by Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project. Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense.

Covenants on Environmental Matters. (1) Borrower shall (a) comply strictly and in all respects with applicable Environmental Laws; (b) notify the Administrative Agent immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Project; (c) promptly remove or remediate such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by the Administrative AgentAgent as necessary to comply with Environmental Laws; and (d) promptly forward to the Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project or Borrower. (2) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for ordinary construction materials, cleaning and other products used in connection with the construction, improvement or routine operation, maintenance or repair of the Project in full compliance with Environmental Laws), (b) any underground storage tanks to be installed at the Project, or (c) any activity that requires a permit or other authorization under Environmental Laws to be conducted at the Project. (3) Lead Borrower shall provide to the Administrative Agent, at Borrower’s expense promptly upon the written request of the Administrative Agent from time to time, a Site Assessment or, if required by the Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project. Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month 12) month period, unless the Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense.

Covenants on Environmental Matters. (1) Borrower shall (a) comply strictly and in all respects with applicable Environmental Laws; (b) notify Administrative Agent Lender immediately upon Borrower’s 's discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Project; (c) promptly remove such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentLender; and (d) promptly forward to Administrative Agent Lender copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project or Borrower. (2) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project Project, and the generation of a small amount of lead by Fujitsu Ten Corp. of America as disclosed in Section 58 of its lease with Borrower, in each case in full compliance with Environmental Laws), (b) any underground storage tanks to be installed at the Project, or (c) any activity that requires a permit or other authorization under Environmental Laws to be conducted at the Project. (3) Lead Borrower shall provide to Administrative AgentLender, at Borrower’s 's expense promptly upon the written request of Administrative Agent Lender from time to time, a Site Assessment or, if required by Administrative AgentLender, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project. Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month period, unless Administrative Agent’s Lender's request for a Site Assessment is based on either information provided under Section 5.3(15.2(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.25.1, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s 's expense. (4) Borrower shall at all times comply with the provisions of the Easement Agreement (defined below), including permitting Montrose Chemical Corporation of California, a Delaware corporation ("Montrose"), access to the Project to conduct "Environmental Activities" as defined in the Easement Agreement. As used above, the "Easement Agreement" means, collectively, (a) that certain Easement Agreement dated October 18, 2010 by and between Borrower and Montrose, which was recorded in the Official Records of Los Angeles County, California on December 29, 2010 as Instrument No. 20101933398, and (b) that certain Memorandum of Easement Agreement dated September 23, 2010 by and between Borrower and Montrose, which was recorded in the Official Records of Los Angeles County, California on December 29, 2010 as Instrument No. 20101933399.

Covenants on Environmental Matters. (1a) Borrower shall (ai) comply strictly and in all respects with applicable Environmental LawsLaws and with the Site Assessments and other environmental proceedings and recommendations identified on Exhibit A to the Indemnity Agreement, including without limitation, the determinations and recommendations set forth in the Golden Triangle Environmental Covenants; (bii) notify Administrative Agent Lender immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Project, or of any violation of the Golden Triangle Environmental Covenants; (ciii) promptly remove such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentLender; and (div) promptly forward to Administrative Agent Lender copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulationsLegal Requirements, as they may affect the Project Project, Borrower, or Lender; and (v) cooperate with any environmental consultant or engineer performing or updating a Site Assessment (Xxxxxx’s or Borrower’s), including responding to any interview request and the questions propounded thereat. (2b) Borrower shall (i) not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) causing, any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws), (bii) not install, shall prohibit any other Person within the control of Borrower from installing, and shall use prudent, commercially reasonable efforts to prohibit any other Persons (including tenants) from installing, any underground storage tanks to be installed at the Project, or and (ciii) not conduct, shall prohibit any other Person within the control of Borrower from conducting, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from conducting, any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectLaws. (3c) Lead If (i) an Event of Default exists, (ii) required by applicable Legal Requirements, or (iii) Lender reasonably believes a violation of Environmental Laws may exist, Borrower shall provide to Administrative AgentLender, at Borrower’s expense expense, promptly upon the written request of Administrative Agent from time to timeLender, a Site Assessment or, if required by Administrative AgentLender, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any such Hazardous Materials found on, under, at or within the Project. Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense.

Covenants on Environmental Matters. (1) Borrower shall (a) subject to Borrower’s right to contest pursuant to Section 9.4, comply strictly and in all material respects with applicable Environmental Laws; (b) notify Administrative Agent immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the ProjectProject which would reasonably be expected to lead to an Environmental Claim against Borrower, Administrative Agent or any of the Lenders; (c) promptly remove such Hazardous Materials and remediate the Project in full compliance in all material respects with Environmental Laws and as reasonably recommended (subject to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentBorrower’s right to contest pursuant to Section 9.4); and (d) promptly forward to Administrative Agent copies of all orders, notices, permits, applications or other written communications and reports received by Borrower in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect at the Project or the violation of Environmental Laws by Borrower which would reasonably be expected to lead to an Environmental Claim against Borrower, Administrative Agent or any of the Lenders. (2) Borrower shall not cause, shall prohibit any other Person within the control Control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing causing, (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance De Minimis Amounts) or repair of the Project in full compliance with Environmental Laws), (b) any underground storage tanks to be installed at the Project, or (c) any activity that requires a permit or other authorization under Environmental Laws to be conducted at the Project. (3) Lead Borrower shall provide to Administrative Agent, at Borrower’s expense promptly upon the written request of Administrative Agent from time to time, a Site Assessment or, if as may be required by Administrative Agent, an update pursuant to any existing Site Assessment, to assess the presence or absence terms of any Hazardous Materials and Section 5(a) of the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project. Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expenseEnvironmental Indemnity.

Covenants on Environmental Matters. (1) Borrower shall, and shall cause each Subsidiary to, (a) comply strictly and in all respects with applicable Environmental Laws; (b) notify Administrative Agent Lender immediately upon Borrower’s or any Subsidiary’s discovery of any spill, discharge, release or presence of any Hazardous Material (except for cleaning and other products used in connection with routine maintenance or repair of the Projects in full compliance with Environmental Laws) at, upon, under, within, contiguous to or otherwise affecting the Projectany Project which may constitute a violation of Environmental Law; (c) promptly remove such Hazardous Materials and remediate the affected Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentLender; and (d) promptly forward to Administrative Agent Lender copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project any Project, any Subsidiary or Borrower. (2) Borrower shall not cause, shall prohibit any other Person within the control of Borrower (including the Subsidiaries) from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials (except for cleaning and other products used in connection with routine maintenance or repair of the Projects in full compliance with Environmental Laws) at, upon, under, within or about the any Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws)any Project, (b) any underground storage tanks to be installed at the any Project, or (c) any activity that requires a permit or other authorization under Environmental Laws to be conducted at the any Project. (3) Lead Borrower shall provide to Administrative AgentLender, at Borrower’s expense promptly upon the written request of Administrative Agent Lender from time to time, a Site Assessment for any Project or, ; if required by Administrative AgentLender, an update to any existing Site AssessmentAssessment for any Project, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the such Project. Borrower shall pay the cost of no more than one such Site Assessment or update for each Project in any twelve (12)-month period, unless Administrative AgentLender’s request for a Site Assessment is based on either information provided under Section 5.3(15.2(1), a reasonable suspicion of Hazardous Materials at or near the a Project, a breach of representations under Section 5.25.1, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense. (4) Within 120 days after the Closing Date, Borrower shall cause to be prepared by environmental engineers approved by Lender, and shall deliver to Lender, Operations and Maintenance Programs (collectively, the “O&M Programs”) for the removal or encapsulation of, or other action for handling, asbestos-containing materials at the Projects referenced on Schedule 1.1(B) known as “1019 Norwood, MA,” “1206 Waltham, MA,” 1073 Arvada, CO,” “1075 Thornton, CO”, “1076 Westminster, CO,” “1195 Lanham, MD,” “1197 Morrisville, PA” and “1198 Philadelphia, PA” (collectively, the “O&M Projects”‘). Borrower shall immediately implement the O&M Programs. Prior to the commencement of any construction, rehabilitation, modification or renovation at any O&M Project, including any such work which requires the removal of any materials or improvements of any kind in connection with the ceiling, subflooring, floor tiles, baseboard, wall texture, pipe insulation and other portions of such Project containing asbestos-containing materials (the “ACM-Related Work”), all ACM-Related Work shall be implemented in accordance with the procedures and programs in the O&M Program for such Project and all applicable governmental requirements. Each O&M Program and work resulting therefrom shall be conducted by an accredited, licensed, abatement contractor using state-of-the-art work practices and procedures and shall include all monitoring and project management performed by an accredited asbestos consultant. Borrower shall deliver to Lender promptly when available, copies of all reports, notices, submittals, permits, licenses, and certificates relating to any O&M Program. For each O&M Program, until all matters in such O&M Program have been satisfied, Borrower shall deliver to Lender, on or before the first day of each Loan Year, evidence of an annual inspection by the environmental engineers for the O&M Project covered thereby, addressing the status of affected space requiring ACM-Related Work or other action with respect to Hazardous Materials. Borrower shall follow the procedures of the O&M Programs with respect to any additional Hazardous Materials revealed by any annual inspection. All fees and expenses incurred for all such inspections and review and approval of any O&M Program shall be paid by Borrower.

Covenants on Environmental Matters. (1) Borrower shall (a) comply strictly and in all respects with applicable Environmental Laws; (b) notify Administrative Agent immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Project; (c) promptly remove such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative Agent; and (d) promptly forward to Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project or Borrower. (2) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws), (b) any underground storage tanks to be installed at the Project, or (c) any activity that requires a permit or other authorization under Environmental Laws to be conducted at the Project. (3) Lead Borrower shall provide to Administrative Agent, at Borrower’s expense promptly upon the written request of Administrative Agent from time to time, a Site Assessment or, if required by Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project. Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month 12) month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense.

Covenants on Environmental Matters. (1) Borrower shall (a) comply strictly and in all respects with applicable Environmental Laws; (b) notify the Administrative Agent immediately upon Borrower’s 's discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to within or otherwise affecting the ProjectProject (other than de minimis amounts not violating any Environmental Law); (c) promptly remove such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by the Administrative Agent; and (d) promptly forward to the Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project or Borrower. (2) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project and products customarily used by office tenants, in each case in full compliance with Environmental Laws), (b) any underground storage tanks to be installed at the Project, or (c) any activity that requires a permit or other authorization under Environmental Laws to be conducted at the Project. (3) Lead Borrower shall provide to the Administrative Agent, at Borrower’s 's expense promptly upon the written request of the Administrative Agent from time to time, a Site Assessment or, if required by the Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project. Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month periodrequested by Administrative Agent during the term of the Loan, unless the Administrative Agent’s 's request for a Site Assessment or update is based on information provided under Section 5.3(14.3(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.24.2, or an Event of Default. (4) Borrower shall, in which case any such Site Assessment at its sole cost and expense, diligently and continuously carry out (or update shall cause to be diligently and continuously carried out), the operations, abatement and maintenance plan for asbestos at Borrower’s expense.the Project dated December 2, 1999 and prepared by Xxxxxxx Environmental Company, Inc.

Covenants on Environmental Matters. (1a) Borrower shall (ai) comply strictly and in all respects with applicable Environmental Laws; (bii) notify Administrative Agent Lender immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the any Project; (ciii) promptly remove such Hazardous Materials and remediate the such Project in full compliance with Environmental Laws and or as reasonably recommended to preserve required by Lender based upon the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentLender; and (div) promptly forward to Administrative Agent Lender copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the any Project or Borrower. (2b) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from (i) causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the any Project or the transportation of any Hazardous Materials to or from the any Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project Projects in full compliance with Environmental Laws), (bii) installing any underground storage tanks to be installed at the any Project, or (ciii) conducting any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectLaws. (3c) Lead Borrower shall provide to Administrative AgentLender, at Borrower’s expense promptly upon the written request of Administrative Agent Lender from time to time, a Site Assessment for each Project or, if required by Administrative AgentLender, an update to any existing Site AssessmentAssessment for each Project, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the such Project. Borrower shall pay the cost of no more than one such Site Assessment or update for each Project in any twelve (12)-month period, unless Administrative AgentLender’s request for a Site Assessment is based on information provided under Section 5.3(14.3(a), a reasonable suspicion of Hazardous Materials at or near the a Project, a breach of representations under Section 5.24.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense. (d) Borrower acknowledges that the Site Assessment for the “Casitas” Project located on the land described in Exhibit A-1 identified the possible presence of perchloroethylene and trichloroethylene in the soil and/or groundwater beneath such Project. Borrower shall not undertake any excavation or other activities which could disturb the soils or groundwater at the Casitas Project unless Borrower has established, and follows, procedures which comply with applicable Environmental Laws (and any other applicable laws) with respect to worker health and safety, and any affected soil or groundwater encountered is properly handled and disposed of in accordance with applicable Environmental Laws. (e) From and after the Closing Dated, Borrower shall implement improved cleaning and maintenance practices at the “Forest Hill” Project located on the land described in Exhibit A-3 to minimize potential for future releases near building C, unit nos. 16-17 and building H, unit no. 47 where oily staining was observed, as noted in the Site Assessment for this Project. (f) Within ninety (90) days after the Closing Date, Borrower shall provide Lender with satisfactory evidence that Borrower has properly closed, in accordance with applicable Environmental Laws, the three monitoring xxxxx at the “Military Trail” Project located on the land described in Exhibit A-4.

Covenants on Environmental Matters. (1) Borrower shall (a) comply strictly and in all material respects with applicable Environmental Laws; (b) notify the Administrative Agent immediately upon Borrower’s 's discovery of any spill, discharge, release or presence Release of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Projectany Property in violation of any Environmental Law; (c) promptly remove such Hazardous Materials and remediate the Project such Property in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by the Administrative Agent, except to the extent being contested in accordance with Section 8.11; and (d) promptly forward to the Administrative Agent copies of all orders, notices, permits, applications or other communications and reports made or received in connection with any spill, discharge, release Release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulationsMaterial, as they may affect the Project any Property or Borrower. (2) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, Release of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws), (b) any underground storage tanks to be installed at the Project, or (c) any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectProperty. (3) Lead If Administrative Agent or any Lender has a reasonable suspicion that there may be a material violation of any Environmental Law related to the Property, Hazardous Materials at or near a Property or a breach of representations under Section 4.2, or if an Event of Default exists, Borrower shall provide to the Administrative Agent, at Borrower’s 's expense promptly upon the written request of the Administrative Agent from time to time, a Site Assessment or, if required by the Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Projectany Property. Borrower shall pay the cost of no more than one such Site Assessment or update for each Property in any twelve three (12)-month 3) month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense.

Covenants on Environmental Matters. (1a) Borrower shall (ai) comply strictly and in all material respects with applicable Environmental Laws; (bii) notify Administrative Agent immediately promptly upon Borrower’s discovery of any material spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the ProjectProject (except for cleaning and other products used in connection with the operation, routine maintenance or repair of the Project in compliance with Environmental Laws); (ciii) except for cleaning and other products used in connection with operation, routine maintenance or repair of the Project in compliance with Environmental Law and subject to what is permitted under the REAs, promptly remove such Hazardous Materials which could result in liability under or a violation of any Environmental Law which would reasonably be expected to have a Material Adverse Effect and remediate the Project in full material compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentLaws; and (div) promptly forward to Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any such spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the material requirements of Environmental Laws or any similar laws or regulationsLegal Requirements associated therewith, as they may affect the Project Project, Borrower, Agent or Borrowerany Bank; and (v) cooperate with any environmental consultant or engineer performing or updating a Site Assessment (as reasonably requested by Agent), including responding to any interview request and the questions propounded thereat. (2b) Borrower shall (i) not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) causing, any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the operations, routine maintenance or repair of the Project in full compliance with Environmental Laws)) that in any such case could result in liability under or a violation of any Environmental Law which would reasonably be expected to have a Material Adverse Effect, (bii) not conduct, shall prohibit any underground storage tanks other Person within the control of Borrower from conducting, and shall use prudent, commercially reasonable efforts to be installed at the Projectprohibit other Persons (including tenants) from conducting, or (c) any activity that requires a permit or other authorization under Environmental Laws that in any such case could result in liability under or a violation of any Environmental Law which would reasonably be expected to be conducted at the Projecthave a Material Adverse Effect unless such permit or other authorization has been obtained. (3c) Lead Borrower shall provide to Administrative Agent, at Borrower’s expense promptly upon the reasonable written request of Administrative Agent from time to time, a Site Assessment or, if reasonably required by Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any such Hazardous Materials found on, under, at or within the Project. Borrower Agent agrees, however, that it shall pay the cost of no more than one such not request a Site Assessment or update in any more often than once every twelve (12)-month period12) months, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), (i) Agent has a reasonable suspicion of Hazardous Materials at basis to believe the Project is not being operated in compliance with Environmental Laws or near the Project, a breach of representations under Section 5.2, or (ii) an Event of Default, in which case any such Site Assessment or update Default shall have occurred and be at Borrower’s expensecontinuing.

Covenants on Environmental Matters. (1) 5.3.1 Each Borrower shall (a) comply strictly and in all respects with applicable Environmental Laws; (b) notify Administrative Agent immediately upon such Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the any Project; (c) promptly remove such Hazardous Materials and remediate the such Project in full compliance with Environmental Laws and or as reasonably recommended to preserve the value and/or use of the Project, required by Administrative Agent based upon and in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative Agent; and (d) promptly forward to Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the any Project or any Borrower. (2) 5.3.2 Each Borrower shall not cause, shall prohibit any other Person within the control of such Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) causing any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the any Project (except for cleaning and other products used in connection with the routine maintenance or repair of the such Project in full compliance with Environmental Laws), (b) installing any underground storage tanks to be installed at the any Project, or (c) conducting any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectLaws. (3) Lead 5.3.3 Each Borrower shall provide to Administrative Agent, at such Borrower’s expense promptly upon the written request of Administrative Agent from time to time, a Site Assessment or, if required by Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project. Each Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month periodtwelve-month period per Project, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1)5.3.1, a reasonable suspicion of Hazardous Materials at or near the ProjectProject in question, a breach of representations under Section 5.25.3.1, or an Event of Default, in which case any such Site Assessment or update shall be at the applicable Borrower’s expense. 5.3.4 Borrowers shall: (i) immediately following the date hereof, retain IVI Environmental, Inc., or another environmental consultant reasonably acceptable to Agent (the “Environmental Consultant”) to manage the abatement of lead based paint at each of the Projects identified in Schedule 5.3.4 attached hereto (the “LBP Projects”), and to oversee the work of any contractors or subcontractors hired in connection therewith; (ii) within ninety (90) days of the date hereof (the “Survey Completion Date”) cause the Environmental Consultant to complete a comprehensive environmental survey of each LBP Project detailing all damaged and undamaged lead based paint at the such LBP Projects (including, without limitation, in any of the units and/or common areas); (iii) within thirty (30) days of the Survey Completion Date cause the Environmental Consultant to (A) prepare a hazard assessment, (B) establish an operations and maintenance plan which is reasonably satisfactory to Agent to manage the overall continuing maintenance and abatement of lead based paint at each LBP Project (the “Lead Based Paint Operations and Maintenance Plan”), and (C) establish and implement an abatement plan which is satisfactory to Agent to manage the abatement of all damaged lead based paint detected in the environmental survey described in this Section (the “Abatement Plan”); (iv) immediately after the establishment of the Abatement Plan, (A) file the Abatement Plan with the appropriate state agency in each state in which the LBP Projects are located (each a “State Agency”), (B) complete any revisions required by any such State Agency, and (C) obtain approval of the Abatement Plan from each State Agency; (v) finalize a budget (the “Abatement Budget”), acceptable to Agent, for all costs (including but not limited to remediation, monitoring, tenant relocation and notification costs) related to the Abatement Program, which budget shall not be modified without Agent’s approval; (vi) cause the Environmental Consultant to enter into a contract with a lead based paint abatement contractor or contractors, reasonably acceptable to Agent or Agent’s environmental consultant, which contractor or contractor(s) will remediate all areas at any of the LBP Projects requiring such lead based paint remediation; (vii) cause the Environmental Consultant to (A) complete any appropriate documentation and records to show that the lead based paint was abated properly and completely, and (B) file any necessary documents with each State Agency, as each such agency may then require; (vii) receive confirmation without condition from each State Agency that each such LBP Project is in compliance with all applicable laws related to the lead paint removal and the activities referred to in this Section; and (ix) receive confirmation from Agent that the remediation of the lead based paint is satisfactory to Agent’s environmental risk assessment team ((i) through (ix) above, collectively, the “Abatement Program”) . Notwithstanding anything to the contrary herein, (x) Borrowers shall maintain and continue any existing Lead Based Paint Operations and Maintenance Plan with respect to any Project which Administrative Agent has an existing Lien that is in existence as of the Closing Date, (y) to the extent they exist, Borrowers shall provide to Administrative Agent for review and approval any existing Lead Based Paint Operations and Maintenance Plan with respect to any other Project that is in existence as of the Closing Date, and (z) Borrowers shall cause the Abatement Program for the Project known as “200 Fountain” to be completed within one year from the date hereof. 5.3.5 Borrowers shall, within forty-five (45) days of the date hereof, (iv) establish and implement an operations & maintenance plan for each of the Projects identified on Schedule 5.3.5 attached hereto (the “O&M Plan Projects”), which are reasonably satisfactory to Agent, to manage asbestos containing materials (“ACM”) at the O&M Plan Projects (the “Asbestos Operations & Maintenance Plans”). Borrowers shall promptly axxxx any damaged ACM found at such O&M Plan Projects in a manner which is in compliance with all applicable laws. Borrowers shall not modify the Asbestos Operations & Maintenance Plans without Agent approval, and shall, at all times, comply with the terms and provisions thereof, as applicable. Notwithstanding anything to the contrary herein, (x) Borrowers shall maintain and continue any existing Asbestos Operations and Maintenance Plan with respect to any Project which Administrative Agent has an existing Lien that is in existence as of the Closing Date, and (y) to the extent they exist, Borrowers shall provide to Administrative Agent for review and approval any existing Asbestos Paint Operations and Maintenance Plan with respect to any other Project that is in existence as of the Closing Date. 5.3.6 Borrowers shall: (i) immediately following the date hereof, retain Environmental Consultant to conduct Underground Storage Tank (“UST”) System tightness testing at the Projects identified on Schedule 5.3.6 attached hereto (the “UST Projects”) and to oversee the work of any contractors or subcontractors hired in connection therewith; (ii) within forty-five (45) days of the date hereof, cause the Environmental Consultant to complete a comprehensive assessment of the UST tightness testing for each UST Project (each an “UST Tightness Assessment”) and submit the same to Agent for review and approval; and (iii) take any action necessary at each UST Project to comply with any recommendations contained in such UST Tightness Assessments in accordance therewith, which actions shall be approved by Agent or Agent’s environmental consultant. In addition, prior to the date hereof Borrowers shall have caused the removal of two (2) 55-gallon drums located at the Project identified in Schedule 5.3.4(c). Borrowers shall, within ninety (90) days of the date hereof, cause the secondary containment of the above ground storage tank located adjacent to the fire-suppression system pump located at The Liberty Building Project, in accordance with the recommendations set forth in the Site Assessment for such Project. 5.3.7 Borrowers shall, immediately following the date hereof: (i) retain Environmental Consultant to conduct a Phase II Environmental Site Assessment (a “Phase II Assessment”) of each of the Projects identified on Schedule 5.3.7 attached hereto (the “Phase II Projects”), in accordance with the proposal prepared for Administrative Agent, titled: Proposal, Phase II Environmental Site Assessment, submitted by IVI Environmental, Inc., dated as of November 16, 2005, and to oversee the work of any contractors or subcontractors hired in connection therewith; and (ii) within forty-five (45) days of the date hereof, cause the Environmental Consultant to complete a Phase II Assessment for each Phase II Project and submit the same to Agent for review and approval. 5.3.8 Borrowers shall prohibit the operation of a dry cleaning facility to be conducted at any of the Projects.

Covenants on Environmental Matters. (1a) Borrower shall (ai) comply strictly and in all respects with applicable Environmental Laws; (bii) notify Administrative Agent immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Project; (ciii) promptly remove such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative Agent; and (div) promptly forward to Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulationsLegal Requirements, as they may affect the Project Project, Borrower, Agent or any Lender; and (v) cooperate with any environmental consultant or engineer performing or updating a Site Assessment (Agent’s or Borrower’s), including responding to any interview request and the questions propounded thereat. (2b) Borrower shall (i) not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) causing, any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental LawsPermitted Substances), (bii) not install, shall prohibit any other Person within the control of Borrower from installing, and shall use prudent, commercially reasonable efforts to prohibit any other Persons (including tenants) from installing, any underground storage tanks to be installed at the Project, or and (ciii) not conduct, shall prohibit any other Person within the control of Borrower from conducting, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from conducting, any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectLaws. (3c) Lead Borrower shall provide to Administrative Agent, at BorrowerXxxxxxxx’s expense promptly upon the written request of Administrative Agent from time to time, a Site Assessment or, if required by Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any such Hazardous Materials found on, under, at or within the Project. Borrower shall pay . (d) All activities conducted in accordance with the cost of no more than one such Site Assessment or update in any twelve (12)-month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.2, or an Event of Default, in which case any such Site Assessment or update BCA shall be at Borrower’s expensedeemed to comply with the covenants set forth in this Section 4.2.

Covenants on Environmental Matters. (1a) Borrower shall (ai) comply strictly and in all respects with applicable Environmental Laws; (bii) notify Administrative Agent immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the any Project; (ciii) promptly remove such Hazardous Materials and remediate the applicable Project in full compliance with Environmental Laws and or as reasonably recommended to preserve required by Administrative Agent based upon the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative Agent; and (div) promptly forward to Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the any Project or Borrower. (2b) Borrower shall not cause, cause and shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenantsi) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the any Project or the transportation of any Hazardous Materials to or from the any Project (except for cleaning and other products used in connection with the routine maintenance or repair of the such Project in full compliance with Environmental Laws), (bii) installing any underground storage tanks to be installed at the any Project, or (ciii) conducting any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectLaws. (3c) Lead Borrower shall provide to Administrative Agent, at Borrower’s expense promptly upon the written request of Administrative Agent from time to time, a Site Assessment or, if required by Administrative Agent, an update to any existing Site AssessmentAssessment for the applicable Project, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the such Project. Borrower shall pay the cost of no more than one such Site Assessment or update for a Project in any twelve (12)-month 12) month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(14.2(a), a reasonable suspicion of Hazardous Materials at or near the such Project, a breach of representations under Section 5.24.1, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense. (d) Each Borrower covenants and agrees that it shall comply in all material respects with the terms and conditions of each operation and maintenance program reasonably required by the Administrative Agent and/or Lenders to be maintained with respect to any Project.

Covenants on Environmental Matters. (1a) Borrower shall (ai) comply strictly and in all respects with applicable Environmental LawsLaws and with the Site Assessments and other environmental proceedings and recommendations identified on Exhibit A to the Indemnity Agreement; (bii) notify Administrative Agent Lender immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Project; (ciii) promptly remove such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentLender; and (div) promptly forward to Administrative Agent Lender copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulationsLegal Requirements, as they may affect the Project Project, Borrower, or Lender; and (v) cooperate with any environmental consultant or engineer performing or updating a Site Assessment (Lender’s or Borrower’s), including responding to any interview request and the questions propounded thereat. (2b) Borrower shall (i) not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) causing, any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws), (bii) not install, shall prohibit any other Person within the control of Borrower from installing, and shall use prudent, commercially reasonable efforts to prohibit any other Persons (including tenants) from installing, any underground storage tanks to be installed at the Project, or and (ciii) not conduct, shall prohibit any other Person within the control of Borrower from conducting, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from conducting, any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectLaws. (3c) Lead If (i) an Event of Default exists, (ii) required by applicable Legal Requirements, or (iii) Lender reasonably believes a violation of Environmental Laws may exist, Borrower shall provide to Administrative AgentLender, at Borrower’s expense expense, promptly upon the written request of Administrative Agent from time to timeLender, a Site Assessment or, if required by Administrative AgentLender, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any such Hazardous Materials found on, under, at or within the Project. Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense.

Covenants on Environmental Matters. (1) Each Borrower shall (a) comply strictly and in all respects with applicable Environmental Laws; (b) notify the Administrative Agent immediately upon Borrower’s its discovery of any spill, discharge, release or presence of any Hazardous Material Materials at, upon, under, within, contiguous to or otherwise affecting any Individual Property (except for cleaning and other products used in connection with the Projectroutine operation, maintenance or repair of any Individual Property (i) in full compliance with Environmental Laws and (ii) consistent with the use of the Individual Property as a hotel and ancillary hotel related uses); (c) promptly remove such Hazardous Materials and remediate the Project any Individual Property in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentLaws; and (d) promptly forward to the Administrative Agent copies of all orders, notices, permits, applications or other written communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material Materials or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project any Individual Property or any Borrower. (2) Each Borrower shall not cause, install or conduct, as applicable, and shall prohibit any other Person within the control Control of such Borrower from causing, installing or conducting, as applicable, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing from, installing or conducting, as applicable, (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project any Individual Property or the transportation of any Hazardous Materials to or from any Individual Property in violation of Environmental Laws, provided that (i) each Borrower shall be required to give the Project Administrative Agent prior written notice of any intended use, storage, generation, manufacture, installation, or disposal of any Hazardous Materials at, upon, under, within or about any Individual Property or the transportation of any Hazardous Materials to or from any Individual Property (except for cleaning and other products used in connection with the routine maintenance or repair of the Project any Individual Property and (ii) such activity is in full compliance with Environmental LawsLaws and consistent with the use of the Individual Property as a hotel and ancillary hotel related uses), (b) any underground storage tanks to be installed at the Projectany Individual Property, or (c) any activity at any Individual Property that requires a permit or other authorization under Environmental Laws, unless the activity is conducted in the ordinary course of the applicable Borrower’s business at said Individual Property, in full compliance with all applicable Environmental Laws to be conducted at and any necessary permit or authorization required in connection therewith is obtained and maintained and such Borrower’s business is consistent with the Projectuse of the Individual Property as a hotel and ancillary hotel related uses. (3) Lead Each Borrower shall provide to Administrative Agentshall, at Borrower’s expense sole cost and expense, provide to the Administrative Agent promptly upon the written request of the Administrative Agent from time to time, a Site Assessment or, if required by the Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within any Individual Property; provided, however, (a) the Project. Borrower Administrative Agent shall pay the cost of no not request a Site Assessment under this Section 4.3 more than one such Site Assessment or update (1) time in any twelve (12)-month period, unless 12) month period for each Individual Property unless: (i) the Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Projectadjacent to any Individual Property, (ii) a breach of representations under Section 5.24.2 exists, or (iii) an Event of DefaultDefault exists, and (b) Borrower shall not be required to pay the expenses incurred by the Administrative Agent in which case connection with any such Site Assessment or update shall be at Borrower’s expenseof a Site Assessment unless one or more of the conditions described in clauses (i), (ii) and (iii) above exist.

Covenants on Environmental Matters. (1a) Borrower shall (ai) comply strictly and in all material respects with applicable Environmental Laws; (bii) notify Administrative Agent immediately Lender promptly upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Project; (ciii) promptly remove or remediate such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and or as reasonably recommended to preserve required by Lender based upon the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant reasonably approved by Administrative AgentLender; and (div) promptly forward to Administrative Agent Lender copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project or BorrowerMaterial. (2b) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from (i) causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws), (bii) installing any underground storage tanks to be installed at the Project, or (ciii) conducting any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectLaws. (3c) Lead Borrower shall provide to Administrative AgentLender, at Borrower’s expense promptly upon the written request of Administrative Agent Lender based on Lender’s reasonable belief of the presence of Hazardous Materials on, in or about the Project in violation of applicable Environmental Laws, or if an Event of Default has occurred and is continuing at the time of Lender’s request, from time to time, a Site Assessment or, if required by Administrative AgentLender, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project. (d) Within sixty (60) days after the date hereof, Borrower shall (i) implement all recommendations of the Site Assessment, including thorough cleaning of stained area around emergency generator AST and improvement of fluid transfer practices to prevent future spillage during refueling and (ii) prepare and/or continue implementation of the existing Operations and Maintenance Program for the removal or treatment of, or other action for handling, lead-based paint and asbestos-containing sealant and mastic materials at the Project (the “O&M Program”). The O&M Program shall provide at a minimum, the items (if any) recommended in the Environmental Protection Agency’s guide to removing asbestos containing mastic floor tiles. All construction, rehabilitation, modification or renovation at the Project shall be implemented in accordance with the applicable procedures and programs of the O&M Program and all applicable governmental requirements. The O&M Program and work resulting therefrom shall be conducted by an accredited, licensed, contractor using current work practices and procedures. Borrower shall pay deliver to Lender promptly when available, copies of all reports, notices, submittals, permits, licenses, and certificates relating to the cost O&M Program. Borrower shall follow the procedures of no more than one such Site Assessment the O&M Program with respect to any asbestos-containing materials identified or update in any twelve (12)-month period, unless Administrative Agent’s request discovered at the Project after the date hereof. All fees and expenses incurred for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion the review and approval of Hazardous Materials at or near the Project, a breach of representations under Section 5.2, or an Event of Default, in which case any such Site Assessment or update O&M Program shall be at paid by Borrower’s expense.

Covenants on Environmental Matters. (1a) Borrower Borrowers shall (ai) comply strictly and in all respects with applicable Environmental Laws; (bii) notify Administrative Agent immediately promptly upon any Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the any Project; (ciii) promptly remove such Hazardous Materials and remediate the applicable Project in full compliance with Environmental Laws and or as reasonably recommended to preserve required by Administrative Agent based upon the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentAgent if Administrative Agent has a reasonable basis to change such consultant; and (div) promptly forward to Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the any Project or BorrowerBorrowers. (2b) Borrower Borrowers shall not cause, cause and shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenantsi) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the any Project or the transportation of any Hazardous Materials to or from the any Project (except for cleaning and other products used in connection with the routine maintenance or repair of the such Project in full compliance with Environmental Laws), (bii) installing any underground storage tanks to be installed at the any Project, or (ciii) conducting any activity that requires a permit or other authorization under Environmental Laws not heretofore issued or in place with respect to be conducted at the any Project. (3c) Lead Borrower shall provide to Upon Administrative Agent’s reasonable suspicion of Hazardous Materials at or near a Project, Administrative Agent may request, at Borrower’s expense promptly upon the written request of Administrative Agent from time to timeBorrowers’ expense, a Site Assessment or, if required by Administrative AgentAgent in its reasonable discretion, an update to any existing Site AssessmentAssessment for the applicable Project, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the such Project. Borrower Borrowers shall pay the cost of no more than one such Site Assessment or update for each Project in any twelve (12)-month 12) month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(14.2(a), there exists a reasonable suspicion of Hazardous Materials at or near the applicable Project, a breach of representations under Section 5.24.1, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s Borrowers’ expense.

Covenants on Environmental Matters. (1) Borrower shall (a) comply strictly and in all respects with applicable Environmental Laws; (b) notify the Administrative Agent immediately promptly upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the any Project; (c) promptly remove such Hazardous Materials and remediate the any Project in full compliance with applicable Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by the Administrative AgentAgent to the extent such recommendations and specifications are necessary to comply with applicable Environmental Laws; and (d) promptly forward to the Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the any Project or Borrower. (2) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the any Project or the transportation of any Hazardous Materials to or from the any Project (except for cleaning and other products used in connection with the routine maintenance or repair of the a Project in full compliance with applicable Environmental Laws), (b) any underground storage tanks to be installed at the any Project, or (c) any activity that requires a permit or other authorization under Environmental Laws to be conducted at the Projectany Project unless such activity is currently conducted pursuant to such permit or authorization. (3) Lead If the Administrative Agent has a reasonable suspicion that a release of Hazardous Materials has occurred at or near any Project after the Closing Date, Borrower shall provide to the Administrative Agent, at Borrower’s expense promptly upon the written request of the Administrative Agent from time to time, a Site Assessment or, if required by the Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the any Project. Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense.

Covenants on Environmental Matters. (1a) Borrower shall (a) i comply strictly and in all respects with applicable Environmental Laws; (b) ii notify Administrative Agent Lender immediately upon Borrower’s 's discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Project; (c) iii promptly remove such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and or as reasonably recommended to preserve required by Lender based upon the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentLender; and (d) iv promptly forward to Administrative Agent Lender copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project or Borrower. (2b) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from (i causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws), (b) ii installing any underground storage tanks to be installed at the Project, or (c) iii conducting any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectLaws. (3c) Lead Borrower shall provide to Administrative AgentLender, at Borrower’s 's expense promptly upon the written request of Administrative Agent Lender from time to time, a Site Assessment or, if required by Administrative AgentLender, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project. Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month period, unless Administrative Agent’s Lender's request for a Site Assessment is based on information provided under Section 5.3(14.3(a), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.24.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s 's expense. (d) Within sixty (60) days after the date hereof, Borrower shall cause to be prepared by environmental engineers approved by Lender, and Borrower shall implement, an Operations and Maintenance Program (the "O&M PROGRAM") delivered to and approved by Lender for the removal or encapsulation of, or other action for handling, asbestos-containing materials for the building and improvements located at 00 Xxxxxxxxxxxxx Xxxxx, Xxxx Xxxxxx, Xxxxxxxxxxx ("00 INTERNATIONAL DRIVE"). Prior to the commencement of any construction, rehabilitation, modification or renovation which requires the removal of any materials or improvements containing asbestos-containing materials (the "ACM-RELATED WORK"), all ACM-Related Work shall be implemented in accordance with the procedures and programs in the O&M Program and all applicable governmental requirements. The O&M Program and work resulting therefrom shall be conducted by an accredited, licensed, abatement contractor using state-of-the-art work practices and procedures and shall include all monitoring and project management performed by an accredited asbestos consultant. Borrower shall deliver to Lender promptly when available, copies of all reports, notices, submittals, permits, licenses, and certificates relating to the O&M Program. Until all matters in the O&M Program have been satisfied, Borrower shall deliver a certification to Lender, on or before the first day of each Loan Year, addressing the status of affected space requiring ACM-Related Work or other action with respect to Hazardous Materials.

Covenants on Environmental Matters. (1a) Borrower shall (ai) comply strictly and in all respects with applicable Environmental Laws; (bii) notify Administrative Agent Lender immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the any Project; (ciii) promptly remove such Hazardous Materials and remediate the such Project in full compliance with Environmental Laws and or as reasonably recommended to preserve required by Lender based upon the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentLender; and (div) promptly forward to Administrative Agent Lender copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the any Project or Borrower. (2b) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from (i) causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the any Project or the transportation of any Hazardous Materials to or from the any Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project Projects in full compliance with Environmental Laws), (bii) installing any underground storage tanks to be installed at the any Project, or (ciii) conducting any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectLaws. (3c) Lead Borrower shall provide to Administrative AgentLender, at Borrower’s expense promptly upon the written request of Administrative Agent Lender from time to time, a Site Assessment for each Project or, if required by Administrative AgentLender, an update to any existing Site AssessmentAssessment for each Project, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the such Project. Borrower shall pay the cost of no more than one such Site Assessment or update for each Project in any twelve (12)-month period, unless Administrative AgentLender’s request for a Site Assessment is based on information provided under Section 5.3(14.3(a), a reasonable suspicion of Hazardous Materials at or near the a Project, a breach of representations under Section 5.24.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense. (d) Within ninety (90) days after the Closing Date, Borrower shall cause to be prepared by environmental engineers approved by Lender, and shall deliver to Lender, an Operations and Maintenance Program for each Project for the removal or encapsulation of, or other action for handling, asbestos-containing materials at such Project (each, an “O&M Program”). Borrower shall immediately implement the O&M Programs. Prior to the commencement of any construction, rehabilitation, modification or renovation at any Project, including any such work which requires the removal of any materials or improvements of any kind in connection with the ceiling, subflooring, floor tiles, baseboard, wall texture, pipe insulation and other portions of such Project containing (or which are identified in a Site Assessment for such Project as possibly containing) asbestos-containing materials (the “ACM-Related Work”), all ACM-Related Work shall be implemented in accordance with the procedures and programs in the O&M Program for such Project and all applicable governmental requirements. The O&M Programs and work resulting therefrom shall be conducted by an accredited, licensed, abatement contractor using state-of-the-art work practices and procedures and shall include all monitoring and project management performed by an accredited asbestos consultant. Borrower shall deliver to Lender promptly when available, copies of all reports, notices, submittals, permits, licenses, and certificates relating to the O&M Programs. Until all matters in the O&M Programs have been satisfied, Borrower shall deliver to Lender, on or before the first day of each Loan Year, evidence of an annual inspection by the environmental engineers for each Project, addressing the status of affected space requiring ACM-Related Work or other action with respect to Hazardous Materials. Borrower shall follow the procedures of the O&M Programs with respect to any additional Hazardous Materials revealed by any annual inspection. All fees and expenses incurred for all such inspections and review and approval of the O&M Programs shall be paid by Borrower.

Covenants on Environmental Matters. (1a) Borrower shall, and shall cause Operating Lessee to, (ai) comply strictly and in all respects with applicable Environmental Laws; (bii) notify Administrative Agent Lender immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Project; (ciii) promptly remove such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative Agent; and (div) promptly forward to Administrative Agent Lender copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project Project, Borrower or BorrowerOperating Lessee. (2b) Borrower shall not cause, and shall cause Operating Lessee not to cause, and Borrower shall, and shall cause Operating Lessee to, prohibit any other Person within the control of Borrower from causingor Operating Lessee from, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing causing, (ai) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws), (bii) installing any underground storage tanks to be installed at the Project, or (ciii) conducting any activity that requires a permit or other authorization under Environmental Laws (other than as necessary to be conducted at effect repairs, restoration, remediation, or other capital improvements to the ProjectProject in accordance with this Agreement). (3c) Lead Borrower shall provide to Administrative AgentLender, at Borrower’s expense promptly upon the written request of Administrative Agent Lender from time to time, a Site Assessment or, if required by Administrative AgentLender, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project if Lender reasonably believes that Hazardous Materials are on, under, at, or within the Project. Borrower shall pay the cost of no , but not more than one such Site Assessment or update in any twelve (12)-month period, unless Administrative AgentLender’s request for a Site Assessment is based on new information provided under Section 5.3(14.3(a), a reasonable suspicion of Hazardous Materials at or near the ProjectProject in violation of applicable Environmental Laws, a breach of representations under Section 5.24.2, or during the continuance of an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense.

Covenants on Environmental Matters. (1a) Borrower shall (ai) comply strictly and in all respects with applicable Environmental Laws; (bii) notify Administrative Agent immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the any Project; (ciii) promptly remove such Hazardous Materials and remediate the applicable Project in full compliance with Environmental Laws and or as reasonably recommended to preserve required by Administrative Agent based upon the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative Agent; and (div) promptly forward to Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the any Project or Borrower. (2b) Borrower shall not cause, cause and shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenantsi) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the any Project or the transportation of any Hazardous Materials to or from the any Project (except for cleaning and other products used in connection with the routine maintenance or repair of the any Project in full compliance with Environmental Laws), (bii) installing any underground storage tanks to be installed at the any Project, or (ciii) conducting any activity that requires a permit or other authorization under Environmental Laws to be conducted at the Project.Laws. LOAN AGREEMENT – Page 43[Heritage Wxxxx] (3c) Lead Borrower shall provide to Administrative Agent, at Borrower’s expense promptly upon the written request of Administrative Agent from time to time, a Site Assessment or, if required by Administrative Agent, an update to any existing Site AssessmentAssessment for the applicable Project, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the any Project. Borrower shall pay the cost of no more than one such Site Assessment or update for a Project in any twelve (12)-month 12) month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(14.2(a), a reasonable suspicion of Hazardous Materials at or near the such Project, a breach of representations under Section 5.24.1, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense. (d) Each Borrower covenants and agrees that it shall comply in all material respects with the terms and conditions of each operation and maintenance program reasonably required by the Administrative Agent and/or Lenders to be maintained with respect to any Project.

Covenants on Environmental Matters. (1) Borrower shall consistent with the applicable Loan Application, (a) comply strictly and in all respects with applicable Environmental Laws; (b) other than as to those matters previously disclosed to Senior Lender in the applicable Loan Application, notify Administrative Agent Senior Lender immediately upon Borrower’s 's or any applicable Subsidiary's discovery of any spill, discharge, release Hazardous Materials Release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Projectany Property; (c) promptly remove such Hazardous Materials and remediate the Project Remediate any Property in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative Agentapplicable Loan Application; and (d) promptly forward to Administrative Agent Senior Lender copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release Hazardous Materials Release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect any Property or any Borrower Party. Borrower shall simultaneously provide Senior Lender with a copy of any written notice that would, or is likely to, have a Material Adverse Effect, given to or received from Cleanup Contractor, any Governmental Authority, or any third party (including the Project owner of any Property as to which Remediation is occurring or contemplated or as to which a Mortgage Acquisition has been made or is contemplated, as set forth in a Loan Application, and including any other creditor of Borrower or any Subsidiary), which notice relates to any Property, any Remediation or Development, Borrower's or any Subsidiary's business, or Borrower's or any Subsidiary's ability to perform its obligations under this Agreement. (2) Borrower shall not cause, cause and shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) causing any spill, discharge or releaseHazardous Materials Release, or the use, storage, generation, manufacture, installation, or disposal, installation of any Hazardous Materials at, upon, under, within or about the Project any Property or the transportation of any Hazardous Materials to or from the Project any Property (except for cleaning and other products used in connection with the routine maintenance or repair of the Project Property in full compliance with Environmental LawsLaws and except for any Remediation in accordance with the applicable GMP Agreement and used in the ordinary course of business by any tenant of any Property or Borrower), (b) installing any underground storage tanks to be installed at the ProjectProperty, or (c) conducting any activity that requires a permit or other authorization under Environmental Laws to be conducted at Laws, except for any Remediation in accordance with the Projectapplicable GMP Agreement. (3) Lead Borrower shall provide to Administrative Agent, Senior Lender at Borrower’s expense 's expense, promptly upon the written request of Administrative Agent from time to timeSenior Lender made no more than at a reasonable frequency (in the exercise of Senior Lender's reasonable judgment), a Site Assessment or other environmental tests, or, if reasonably required by Administrative AgentSenior Lender, an update to any existing Site AssessmentAssessment relating to any Property, all in such detail and covering such matters as Senior Lender shall from time to assess time request based on the presence written advice or absence recommendations of any Hazardous Materials Senior Lender's third-party consultants or advisers. (4) Borrower shall Remediate, Develop, Acquire and/or dispose of each Property in compliance with the applicable Loan Application and the potential costs in connection compliance with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Projectall Environmental Laws. Borrower shall pay timely obtain and thereafter comply with and maintain in full force and effect, all Governmental Approvals necessary or appropriate for any Remediation. Borrower shall cause the cost Cleanup Contractor to prosecute all Remediation with diligence and continuity and without material interruption or suspension of no more than one such Site Assessment work, except as required by Law or update as a result of Force Majeure. (5) Borrower shall diligently enforce in all material respects, all GMP Agreements. Borrower shall diligently seek to achieve timely and cost-effective performance by Cleanup Contractor under each GMP Agreement. Borrower shall diligently pursue the prevailing professional standards of quality, performance and timeliness that Cleanup Contractor would normally deliver for its third-party clients. GMP Agreements shall be negotiated at arms length on substantially the same terms that a non-affiliated party would obtain. Borrower shall not waive, modify, amend, terminate or to release Cleanup Contractor's obligations under any GMP Agreement, or replace Cleanup Contractor, without Senior Lender's consent. Senior Lender shall not unreasonably withhold consent to reasonable changes necessitated by field conditions, provided that the GMP Agreement continues to substantially comply with the applicable Loan Application and the guaranteed maximum price is not increased. Borrower shall not terminate Cleanup Contractor unless Cleanup Contractor is simultaneously replaced with a Satisfactory Replacement Cleanup Contractor. (6) If and when Borrower becomes aware of any site conditions or other circumstances affecting any Property that will or is reasonably likely to have a Material Adverse Effect, then Borrower shall promptly and in any twelve event within ten (12)-month period10) days after obtaining knowledge of such site conditions or circumstances, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.2, or an Event of Defaultnotify Senior Lender in writing thereof, in which case reasonable detail, and thereafter provide Senior Lender with such additional information relating thereto as Senior Lender shall reasonably request. Borrower shall with reasonable promptness develop a written plan to respond to such site conditions or other circumstances, and provide Senior Lender with a copy of such written plan and any such Site Assessment or update shall be at Borrower’s expenseupdates thereof.

Covenants on Environmental Matters. (1a) Borrower shall (ai) comply strictly and in all respects with applicable Environmental Laws; (bii) notify Administrative Agent Lender immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the any Project; (ciii) promptly remove such Hazardous Materials and remediate the such Project in full compliance with Environmental Laws and or as reasonably recommended to preserve required by Lender based upon the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentLender; and (div) promptly forward to Administrative Agent Lender copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the any Project or Borrower. (2b) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from (i) causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the any Project or the transportation of any Hazardous Materials to or from the any Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project Projects in full compliance with Environmental Laws), (bii) installing any underground storage tanks to be installed at the any Project, or (ciii) conducting any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectLaws. (3c) Lead Borrower shall provide to Administrative AgentLender, at Borrower’s expense promptly upon the written request of Administrative Agent Lender from time to time, a Site Assessment for each Project or, if required by Administrative AgentLender, an update to any existing Site AssessmentAssessment for each Project, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the such Project. Borrower shall pay the cost of no more than one such Site Assessment or update for each Project in any twelve (12)-month period, unless Administrative AgentLender’s request for a Site Assessment is based on information provided under Section 5.3(14.3(a), a reasonable suspicion of Hazardous Materials at or near the a Project, a breach of representations under Section 5.24.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense. (d) Within ninety (90) days after the Closing Date, Borrower shall cause to be prepared by environmental engineers approved by Lender, and shall deliver to Lender, an Operations and Maintenance Program for the “Forest Park” Project located on the land described in Exhibit A-1 for the removal or encapsulation of, or other action for handling, asbestos-containing materials at such Project (the “O&M Program”). Borrower shall immediately implement the O&M Program. Prior to the commencement of any construction, rehabilitation, modification or renovation at the Forest Park Project, including any such work which requires the removal of any materials or improvements of any kind in connection with the ceiling, subflooring, floor tiles, baseboard, wall texture, pipe insulation and other portions of such Project containing (or which are identified in a Site Assessment for such Project as possibly containing) asbestos-containing materials (the “ACM-Related Work”), all ACM-Related Work shall be implemented in accordance with the procedures and programs in the O&M Program and all applicable governmental requirements. The O&M Program and work resulting therefrom shall be conducted by an accredited, licensed, abatement contractor using state-of-the-art work practices and procedures and shall include all monitoring and project management performed by an accredited asbestos consultant. Borrower shall deliver to Lender promptly when available, copies of all reports, notices, submittals, permits, licenses, and certificates relating to the O&M Program. Until all matters in the O&M Program have been satisfied, Borrower shall deliver to Lender, on or before the first day of each Loan Year, evidence of an annual inspection by the environmental engineer for the Forest Park Project, addressing the status of affected space requiring ACM-Related Work or other action with respect to Hazardous Materials. Borrower shall follow the procedures of the O&M Program with respect to any additional Hazardous Materials revealed by any annual inspection. All fees and expenses incurred for all such inspections and review and approval of the O&M Program shall be paid by Borrower. (e) Within ninety (90) days after the Closing Date, Borrower shall provide Lender with satisfactory evidence that Borrower has implemented the recommendations of the Florida Department of Environmental Resources Management with respect to the AAA Sentry (N. Lauderdale) Project located on the land described in Exhibit A-8, including installation of secondary containment on the fuel lines for the emergency generator, and the replacement or repair of the emergency generator base with secondary containment to prevent future releases. In addition, Borrower shall implement improved cleaning and maintenance practices at the AAA Sentry (North Lauderdale) Project to minimize potential for future releases near unit no. 63 where oily staining was observed, as noted in the Site Assessment for this Project.

Covenants on Environmental Matters. (1a) Borrower and Operating Tenant shall (ai) comply strictly and in all respects with applicable Environmental Laws; (bii) notify Administrative Agent immediately upon Borrower’s or Operating Tenant’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the ProjectProject (except for cleaning, petroleum based and other products currently used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws); (ciii) promptly remove such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and or as reasonably recommended to preserve required by Administrative Agent based upon the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative Agent; and (div) promptly forward to Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project Project, Operating Tenant or Borrower. (2b) Neither Borrower nor Operating Tenant shall not cause, shall prohibit any other Person within the control of Borrower from causing, and each shall use prudent, commercially reasonable efforts to prohibit any other Persons Person from, (including tenantsi) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning cleaning, petroleum based and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws), (bii) installing any underground storage tanks to be installed at the Project, or (ciii) conducting any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectLaws. (3c) Lead Borrower shall provide to Administrative Agent, at Borrower’s expense promptly upon the written request of Administrative Agent from time to time, a Site Assessment or, if required by Administrative Agent, an update to any existing Site AssessmentAssessment for the Project, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project. Borrower shall pay the cost of no more than one such Site Assessment or update for the Project in any twelve (12)-month 12) month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(14.2(a), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.24.1, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense.

Covenants on Environmental Matters. (1a) Borrower shall (ai) comply strictly and in all respects with applicable Environmental Laws; (bii) notify Administrative Agent Lender immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Project; (ciii) promptly remove such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentLender; and (div) promptly forward to Administrative Agent Lender copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project or Borrower. (2b) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from (i) causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws), (bii) installing any underground storage tanks to be installed at the Project, or (ciii) conducting any activity that requires a permit or other authorization under Environmental Laws to be conducted at the ProjectLaws. (3c) Lead Borrower shall provide to Administrative AgentLender, at Borrower’s expense promptly upon the written request of Administrative Agent Lender from time to time, a Site Assessment or, if required by Administrative AgentLender, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project. Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month period, unless Administrative AgentLender’s request for a Site Assessment is based on information provided under Section 5.3(14.3(a), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.24.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense.

Covenants on Environmental Matters. (1) Borrower Borrowers shall (a) comply strictly and in all respects with applicable Environmental Laws; (b) notify the Administrative Agent immediately upon any Borrower’s 's discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the any Project; (c) promptly remove such Hazardous Materials and remediate the any Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by the Administrative Agent; and (d) promptly forward to the Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project any Borrower or Borrowerany Project. (2) Borrower Borrowers shall not cause, shall prohibit any other Person within the control Control of any Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing (a) causing any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the any Project or the transportation of any Hazardous Materials to or from the any Project (except for cleaning and other products used in connection with the routine maintenance or repair of the such Project in full compliance with Environmental Laws), (b) installing any underground storage tanks to be installed at the any Project, or (c) conducting any activity that requires a permit or other authorization under Environmental Laws to be conducted at unless the ProjectBorrower shall have first obtained all requisite governmental permits, authorizations and consents, if any. (3) Lead Borrower Borrowers shall provide to the Administrative Agent, at Borrower’s Borrowers' expense promptly upon the written request of the Administrative Agent from time to time, a Site Assessment or, if required by the Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the any Project. Borrower Borrowers shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month period, unless the Administrative Agent’s 's request for a Site Assessment is based on information provided under Section 5.3(1)SECTION 4.02 above, a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.2SECTION 4.02, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s the Borrowers' expense.

Covenants on Environmental Matters. (1) Each Borrower shall (a) comply strictly and in all respects with applicable Environmental Laws; (b) notify the Administrative Agent immediately upon Borrower’s its discovery of any spill, discharge, release or presence of any Hazardous Material Materials at, upon, under, within, contiguous to or otherwise affecting any Individual Property (except for cleaning and other products used in connection with the Projectroutine operation, maintenance or repair of any Individual Property (i) in full compliance with Environmental Laws and (ii) consistent with the use of the Individual Property as a hotel and ancillary hotel related uses); (c) promptly remove such Hazardous Materials and remediate the Project any Individual Property in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative AgentLaws; and (d) promptly forward to the Administrative Agent copies of all orders, notices, permits, applications or other written communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material Materials or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project any Individual Property or any Borrower. (2) Each Borrower shall not cause, install or conduct, as applicable, and shall prohibit any other Person within the control Control of such Borrower from causing, installing or conducting, as applicable, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including tenants) from causing from, installing or conducting, as applicable, (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project any Individual Property or the transportation of any Hazardous Materials to or from any Individual Property in violation of Environmental Laws, provided that (i) each Borrower shall be required to give the Project Administrative Agent prior written notice of any intended use, storage, generation, manufacture, installation, or disposal of any Hazardous Materials at, upon, under, within or about any Individual Property or the transportation of any Hazardous Materials to or from any Individual Property (except for cleaning and other products used in connection with the routine maintenance or repair of the Project any Individual Property and (ii) such activity is in full compliance with Environmental LawsLaws and consistent with the use of the Individual Property as a hotel and ancillary hotel related uses), (b) any underground storage tanks to be installed at the Projectany Individual Property, or (c) any activity at any Individual Property that requires a permit or other authorization under Environmental Laws, unless the activity is conducted in the ordinary course of the applicable Borrower’s business at said Individual Property, in full compliance with all applicable Environmental Laws to be conducted at and any necessary permit or authorization required in connection therewith is obtained and maintained and such Borrower’s business is consistent with the Projectuse of the Individual Property as a hotel and ancillary hotel related uses. (3) Lead Each Borrower shall provide to Administrative Agentshall, at Borrower’s expense sole cost and expense, provide to the Administrative Agent promptly upon the written request of the Administrative Agent from time to time, a Site Assessment or, if required by the Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within any individual Property; provided, however, (a) the Project. Borrower Administrative Agent shall pay the cost of no not request a Site Assessment under this Section 4.3 more than one such Site Assessment or update (1) time in any twelve (12)-month period, unless 12) month period for each Individual Property unless: (i) the Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Projectadjacent to any Individual Property, (ii) a breach of representations under Section 5.24.2 exists, or (iii) an Event of DefaultDefault exists, and (b) Borrower shall not be required to pay the expenses incurred by the Administrative Agent in which case connection with any such Site Assessment or update shall be at Borrower’s expenseof a Site Assessment unless one or more of the conditions described in clauses (i), (ii) and (iii) above exist.

Covenants on Environmental Matters. (1) Borrower shall (a) comply strictly and in all respects with applicable Environmental Laws; (b) notify Administrative Agent immediately upon Borrower’s discovery of any spill, discharge, release or presence of any Hazardous Material at, upon, under, within, contiguous to or otherwise affecting the Project; (c) promptly remove such Hazardous Materials and remediate the Project in full compliance with Environmental Laws and as reasonably recommended to preserve the value and/or use of the Project, in accordance with the reasonable recommendations and specifications of an independent environmental consultant approved by Administrative Agent; and (d) promptly forward to Administrative Agent copies of all orders, notices, permits, applications or other communications and reports in connection with any spill, discharge, release or the presence of any Hazardous Material or any other matters relating to the Environmental Laws or any similar laws or regulations, as they may affect the Project or Borrower. (2) Borrower shall not cause, shall prohibit any other Person within the control of Borrower from causing, and shall use prudent, commercially reasonable efforts to prohibit other Persons (including Persons(including tenants) from causing (a) any spill, discharge or release, or the use, storage, generation, manufacture, installation, or disposal, of any Hazardous Materials at, upon, under, within or about the Project or the transportation of any Hazardous Materials to or from the Project (except for cleaning and other products used in connection with the routine maintenance or repair of the Project in full compliance with Environmental Laws), (b) any underground storage tanks to be installed at the Project, or (c) any activity that requires a permit or other authorization under Environmental Laws to be conducted at the Project. (3) Lead Borrower shall provide to Administrative Agent, at Borrower’s expense promptly upon the written request of Administrative Agent from time to time, a Site Assessment or, if required by Administrative Agent, an update to any existing Site Assessment, to assess the presence or absence of any Hazardous Materials and the potential costs in connection with abatement, cleanup or removal of any Hazardous Materials found on, under, at or within the Project. Borrower shall pay the cost of no more than one such Site Assessment or update in any twelve (12)-month 12) month period, unless Administrative Agent’s request for a Site Assessment is based on information provided under Section 5.3(1), a reasonable suspicion of Hazardous Materials at or near the Project, a breach of representations under Section 5.2, or an Event of Default, in which case any such Site Assessment or update shall be at Borrower’s expense.