Existence; Compliance with Legal Requirements. Borrower shall, or shall cause the applicable Master Tenant to, do all things necessary to preserve, renew and keep in full force and effect its existence, rights, licenses, permits and franchises and comply in all material respects with all Legal Requirements applicable to Borrower, each Master Tenant, each Lineage Subtenant and the Properties, including, without limitation, Prescribed Laws, building and zoning codes and certificates of occupancy. There shall never be committed by Xxxxxxxx and Borrower shall not permit any Tenant (including any Master Tenant, the Lineage Subtenants and any Third Party Subtenant) or any other Person in occupancy of or involved with the operation or use of any Individual Property to commit any act or omission affording any Governmental Authority the right of forfeiture against Borrower’s interest in any Individual Property or any part thereof or any monies paid in performance of Borrower’s obligations under any of the Loan Documents. Borrower hereby covenants and agrees not to commit, permit or suffer to exist (and Borrower shall not permit any Master Tenant to commit, permit or suffer to exist) any act or omission affording such right of forfeiture. Borrower shall (and Borrower shall cause each Master Tenant to) at all times maintain, preserve and protect all material franchises and trade names and preserve all the remainder of its property used or useful in the conduct of its business. Borrower shall (or shall cause the applicable Master Tenant to) keep the Properties in good working order and repair and, from time to time, make or cause to be made, all reasonably necessary repairs, renewals,
Appears in 2 contracts
Samples: Loan Agreement (Lineage, Inc.), Loan Agreement (Lineage, Inc.)
Existence; Compliance with Legal Requirements. (a) Borrower shall, and Mortgage Borrower shall do or shall cause the applicable Master Tenant to, do to be done all things necessary to preserve, renew and keep in full force and effect its existence, rights, licenses, permits and franchises and comply in all material respects with all Legal Requirements applicable to Borrowerit, each Master Tenant, each Lineage Subtenant Mortgage Borrower and the Properties, including, without limitation, Prescribed Laws, building and zoning codes and certificates of occupancy. There shall never be committed by Xxxxxxxx and Borrower shall not permit any Tenant (including any Master Tenant, the Lineage Subtenants and any Third Party Subtenant) or any other Person in occupancy of or involved with the operation or use of any Individual Property to commit any act or omission affording any Governmental Authority the right of forfeiture against Borrower’s interest in any Individual Property or any part thereof or any monies paid in performance of Borrower’s obligations under any of the Loan DocumentsProperty. Borrower hereby covenants and agrees not to commit, permit or suffer to exist (and Borrower shall not permit any Master Tenant to commit, permit or suffer to exist) any act or omission affording such any Governmental Authority the right of forfeitureforfeiture as against the Collateral, the Property or any part thereof or any monies paid in performance of Borrower's obligations under any of the Loan Documents. Borrower shall (and Borrower shall cause each Master Tenant to) at all times maintain, preserve and protect all material franchises and trade names used in connection with the operation of the Property.
(b) After prior written notice to Lender, Borrower, at its own expense, may permit Mortgage Borrower to contest by appropriate legal proceeding, promptly initiated and preserve all conducted in good faith and with due diligence, the remainder Legal Requirements affecting the Property, provided that (i) no Default or Event of its property used Default has occurred and is continuing; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower, Mortgage Borrower or useful in the conduct Property is subject and shall not constitute a default thereunder; (iii) neither the Property, any part thereof or interest therein, any of its business. the tenants or occupants thereof, nor Mortgage Borrower, nor Borrower shall (or shall cause the applicable Master Tenant to) keep the Properties in good working order and repair and, from time to time, make or cause to be made, all reasonably necessary repairs, renewals,affected in
Appears in 1 contract
Samples: Senior Mezzanine Loan Agreement (Maguire Properties Inc)
Existence; Compliance with Legal Requirements. Borrower shall, (a) Pledgor shall do or shall cause the applicable Master Tenant to, do to be done all things necessary to preserve, renew and keep in full force and effect its existence, rights, licenses, permits and franchises franchises, and comply comply, or cause Mortgage Borrower to comply, in all material respects respects, with all Legal Requirements applicable to Borrowerit, each Master Tenant, each Lineage Subtenant the Collateral and the Properties, including, without limitation, Prescribed Laws, building and zoning codes and certificates of occupancy. There shall never be committed by Xxxxxxxx Pledgor, and Borrower Pledgor shall use its best efforts to not permit any Tenant (including any Master Tenant, the Lineage Subtenants and any Third Party Subtenantor Pledgor shall cause Mortgage Borrower to use its best efforts to not permit) or any other Person in occupancy of or involved with the operation or use of any Individual Property to commit the Properties from committing any act or omission affording the federal government or any Governmental Authority State or local government the right of forfeiture against Borrower’s interest in any Individual Property or any part thereof or any monies paid in performance of BorrowerPledgor’s obligations under any of the Loan Documents. Borrower Pledgor hereby covenants and agrees not to commit, commit and Pledgor shall cause Mortgage Borrower not to commit and Pledgor shall use its best efforts to not permit or suffer to exist (and or Pledgor shall cause Mortgage Borrower shall to use its best efforts to not permit any Master Tenant to commit, permit or suffer to exist) any act or omission affording such right of forfeiture. Borrower Pledgor shall (and Borrower shall cause each Master Tenant to) at all times cause Mortgage Borrower to keep, maintain, preserve and protect all material franchises and trade names and preserve all the remainder of its property used or useful in the conduct of its business. Borrower business and shall (or shall cause the applicable Master Tenant to) keep the Properties in good working order and repair andrepair, and from time to timetime make, make or cause to be made, all reasonably necessary repairs, renewals,, replacements, betterments and improvements thereto, all as more fully provided in the Loan Documents. Pledgor shall keep, or shall cause Mortgage Borrower to keep, the Properties insured at all times by financially sound and reputable insurers, to such extent and against such risks, and maintain liability and such other insurance, as is more fully provided in this Agreement. Pledgor shall cause Mortgage Borrower to operate any Individual Property that is the subject of any O&M Program in accordance with the terms and provisions thereof in all material respects.
(b) After prior written notice to Lender, Pledgor, at its own expense, may, or cause Mortgage Borrower to contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligence, the validity of any Legal Requirement, the applicability of any Legal Requirement to Pledgor, Mortgage Borrower or any Individual Property or any alleged violation of any Legal Requirement, provided that (i) no Event of Default has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any instrument to which Pledgor is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all Applicable Laws; (iii) neither any Individual Property nor the Collateral, nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Pledgor shall, and shall cause Mortgage Borrower to, promptly upon final determination thereof comply with any such Legal Requirement determined to be valid or applicable or cure any violation of any Legal Requirement; (v) such proceeding shall suspend the enforcement of the contested Legal Requirement against Pledgor, Mortgage Borrower, the Collateral or any Individual Property; and (vi) Pledgor shall furnish or cause Mortgage Borrower to furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure compliance with such Legal Requirement, together with all interest and penalties payable in connection therewith. Lender may apply any such security or part thereof, as necessary to cause compliance with such Legal Requirement at any time when, in the reasonable judgment of Lender, the validity, applicability or violation of such Legal Requirement is finally established or any Individual Property or the Collateral (or any part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost.
Appears in 1 contract
Samples: Mezzanine Loan Agreement (KBS Real Estate Investment Trust, Inc.)
Existence; Compliance with Legal Requirements. Borrower shall, shall do or shall cause the applicable Master Tenant to, do to be done all things necessary to preserve, renew and keep in full force and effect its existence, rights, licenses, permits and franchises and comply in all material respects with all Legal Requirements applicable to Borrower, each Master Tenant, each Lineage Subtenant Borrower and the Properties, including, without limitation, Prescribed Laws, building and zoning codes and certificates of occupancyProperty. There shall never be committed by Xxxxxxxx Borrower, and Borrower shall not permit any Tenant (including any Master Tenant, the Lineage Subtenants and any Third Party Subtenant) or any other Person in occupancy of or involved with the operation or use of any Individual the Property to commit commit, any act or omission affording any Governmental Authority the right of forfeiture against Borrower’s interest in any Individual the Property or any part thereof or any monies paid in performance of Borrower’s obligations under any of the Loan Documents. Borrower hereby covenants and agrees should not to commit, permit or suffer to exist (and Borrower shall not permit any Master Tenant to commit, permit or suffer to exist) any act or omission affording such right of forfeiture. Borrower shall (and Borrower shall cause each Master Tenant to) at all times maintain, preserve and protect all material franchises and trade names and names, preserve all the remainder of its property used or useful in the conduct of its business. Borrower , and shall (keep or shall cause to be kept the applicable Master Tenant to) keep the Properties Property in good working order and repair andrepair, and from time to timetime make, make or cause to be made, all reasonably necessary repairs, renewals,, replacements, betterments and improvements thereto, all as more fully provided in the Security Instrument. Borrower shall keep or cause to be kept the Property insured at all times by financially sound and reputable insurers, to such extent and against such risks, and maintain liability and such other insurance, as is more fully provided in this Agreement. After prior notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligence, the validity of any Legal Requirement, the applicability of any Legal Requirement to Borrower or the Property or any alleged violation of any Legal Requirement, provided, that: (a) no Default or Event of Default has occurred and remains uncured; (b) such proceeding shall be permitted under, and be conducted in accordance with, the provisions of any instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (c) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (d) Borrower shall, upon final determination thereof, promptly comply with any such Legal Requirement determined to be valid or applicable or cure any violation of any Legal Requirement; (e) such proceeding shall suspend the enforcement of the contested Legal Requirement against Borrower and the Property; and (f) Borrower shall furnish such security as may be required in the proceeding, or as may be requested by Lender, to insure compliance with such Legal Requirement, together with all interest and penalties payable in connection therewith. Lender may apply any such security, as necessary to cause compliance with such Legal Requirement at any time when, in the reasonable judgment of Lender, the validity, applicability or violation of such Legal Requirement is finally established or the Property (or any part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost.
Appears in 1 contract
Samples: Loan Agreement (Inland Diversified Real Estate Trust, Inc.)
Existence; Compliance with Legal Requirements. Borrower shall, or shall (and shall cause the applicable Master Tenant Senior Borrower to, ) do or cause to be done all things necessary to preserve, renew and keep in full force and effect its existence, rights, licenses, permits and permits, franchises and all applicable governmental authorizations necessary for the operation of the Property and comply in all material respects with all Legal Requirements applicable to Borrower, each Master Tenant, each Lineage Subtenant it and the PropertiesProperty, includingunless such failure to preserve, without limitationrenew, Prescribed Laws, building and zoning codes and certificates of occupancykeep or comply is not reasonably expected to result in a Material Adverse Effect. There shall never be committed by Xxxxxxxx Borrower or Senior Borrower, and neither Borrower nor Senior Borrower shall not permit any Tenant (including any Master Tenant, the Lineage Subtenants and any Third Party Subtenant) or any other Person in occupancy of or involved with the operation or use of any Individual the Property to commit any act or omission affording the federal government or any Governmental Authority state or local government the right of forfeiture against Borrower’s interest in any Individual the Property or any part thereof or any monies paid in performance of Borrower’s or Senior Borrower’s obligations under any of the Loan Documents or the Senior Loan Documents. Borrower hereby covenants and agrees not to (and not to permit Senior Borrower to) commit, permit or suffer to exist (and Borrower shall not permit any Master Tenant to commit, permit or suffer to exist) any act or omission affording such right of forfeiture. Borrower shall (and Borrower shall cause each Master Tenant Senior Borrower to) at all times maintain, preserve and protect all material franchises and trade names and preserve all the remainder of its property used or useful in the conduct of its business. Borrower business and shall (or shall cause the applicable Master Tenant to) keep the Properties Property in good working order and repair andrepair, and from time to timetime make, make or cause to be made, all reasonably necessary repairs, renewals,, replacements, betterments and improvements thereto.
Appears in 1 contract
Samples: Mezzanine Loan Agreement (Brookfield DTLA Fund Office Trust Investor Inc.)
Existence; Compliance with Legal Requirements. (a) Borrower shall, shall do or shall cause the applicable Master Tenant to, do to be done all things necessary to preserve, renew and keep in full force and effect its existence, rights, licenses, permits and franchises franchises, and comply comply, in all material respects respects, with all Legal Requirements applicable to Borrower, each Master Tenant, each Lineage Subtenant it and the Properties, including, without limitation, Prescribed Laws, building and zoning codes and certificates of occupancyProperty. There shall never be committed by Xxxxxxxx and Borrower shall not permit any Tenant (including any Master Tenant, the Lineage Subtenants and any Third Party Subtenant) or any other Person in occupancy of or involved with the operation or use of any Individual the Property to commit any act or omission affording the federal government or any Governmental Authority State or local government the right of forfeiture against Borrower’s interest in any Individual the Property or any part thereof or any monies paid in performance of Borrower’s obligations under any of the Loan Documents. Borrower hereby covenants and agrees not to commit, permit or suffer to exist (and Borrower shall not permit any Master Tenant to commit, permit or suffer to exist) any act or omission affording such right of forfeiture. Borrower shall (and Borrower shall cause each Master Tenant to) at all times maintain, preserve and protect all material franchises and trade names and preserve all the remainder of its property used or useful in the conduct of its business. Borrower business and shall (or shall cause the applicable Master Tenant to) keep the Properties Property in good working order and repair andrepair, and from time to timetime make, make or cause to be made, all reasonably necessary repairs, renewals,, replacements, betterments and improvements thereto, all as more fully provided in this Agreement. Borrower shall keep the Property insured at all times by financially sound and reputable insurers, to such extent and against such risks, and maintain liability and such other insurance, as is more fully provided in this Agreement.
(b) After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligence, the validity of any Legal Requirement, the applicability of any Legal Requirement to Borrower or the Property or any alleged violation of any Legal Requirement, provided that (i) no Default or Event of Default has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all Applicable Laws; (iii) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof comply with any such Legal Requirement determined to be valid or applicable or cure any violation of any Legal Requirement; (v) such proceeding shall suspend the enforcement of the contested Legal Requirement against Borrower or the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be requested by Lender, to insure compliance with such Legal Requirement, together with all interest and penalties payable in connection therewith. Lender may apply any such security or part thereof, as necessary to cause compliance with such Legal Requirement at any time when, in the judgment of Lender, the validity, applicability or violation of such Legal Requirement is finally established or the Property (or any part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost.
Appears in 1 contract
Existence; Compliance with Legal Requirements. (a) Borrower shall, shall do or shall cause the applicable Master Tenant to, do to be done all reasonable things necessary to preserve, renew and keep in full force and effect its existence, rights, licenses, permits and franchises and comply in all material respects with all Legal Requirements applicable to it and the Property unless the failure to do so would not have a material adverse effect on Borrower, each Master Tenant, each Lineage Subtenant and the Properties, including, without limitation, Prescribed Laws, building and zoning codes and certificates of occupancy. There shall never be committed by Xxxxxxxx and Borrower shall not permit any Tenant (including any Master Tenant, the Lineage Subtenants and any Third Party Subtenant) or any other Person in occupancy of or involved with the operation or use of any Individual Property to commit any act or omission affording any Governmental Authority the right of forfeiture against Borrower’s interest in any Individual Property or any part thereof or any monies paid in performance of Borrower’s 's ability to meet its obligations under any of the Loan DocumentsDocuments in a timely fashion. Borrower hereby covenants and agrees not to commit, permit or suffer to exist (and Borrower shall not permit any Master Tenant to commit, permit or suffer to exist) any act or omission affording such any Governmental Authority the right of forfeitureforfeiture as against the Property or any part thereof or any monies paid in performance of Borrower's obligations under any of the Loan Documents. Borrower shall (and Borrower shall cause each Master Tenant to) at all times maintain, preserve and protect all material franchises and trade names used in connection with the operation of the Property unless such failure would not have a material adverse effect on Borrower, the Property or Borrower's ability to meet its obligations under the Loan Documents in a timely fashion.
(b) After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and preserve all conducted in good faith and with due diligence, the remainder Legal Requirements affecting the Property, provided that (i) no Event of its property used Default has occurred and is continuing; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower or useful in the conduct Property is subject and shall not constitute a default thereunder; (iii) neither the Property, any part thereof or interest therein, any of its business. the tenants or occupants thereof, nor Borrower shall be affected in any material adverse way as a result of such proceeding; (iv) non-compliance with the Legal Requirements shall not impose civil (other than late charges and interest) or shall cause the applicable Master Tenant to) keep the Properties in good working order and repair and, from time to time, make criminal liability on Borrower or cause to be made, all reasonably necessary repairs, renewals,civil or criminal liability on Lender;
Appears in 1 contract
Existence; Compliance with Legal Requirements. Borrower shall, shall do or shall cause the applicable Master Tenant to, do to be done all things necessary to preserve, renew and keep in full force and effect its existence, rights, licenses, permits and franchises necessary for the conduct of its business, and comply in all material respects with all Legal Requirements applicable to Borrower, each Master Tenant, each Lineage Subtenant and it or the PropertiesProperty, including, without limitation, Prescribed Laws. Borrower shall continue to comply with the Patriot Act and OFAC, building including, without limitation, the provisions of Sections 3.1.41 and zoning codes and certificates 3.1.42, throughout the Term of occupancythe Loan. There shall never be committed by Xxxxxxxx Xxxxxxxx, and Borrower shall not never permit any Tenant (including any Master Tenant, the Lineage Subtenants and any Third Party Subtenant) or any other Person in occupancy of or involved with the operation or use of any Individual the Property to commit any act or omission affording any Governmental Authority the right of forfeiture against Borrower’s interest in any Individual the Property or any part thereof or any monies paid in performance of Borrower’s obligations under any of the Loan Documents. Borrower hereby covenants and agrees not to commit, permit or suffer to exist (and Borrower shall not permit any Master Tenant to commit, permit or suffer to exist) any act or omission affording such right of forfeiture. Borrower shall (and Borrower shall cause each Master Tenant to) at all times maintain, preserve and protect all material franchises and trade names and preserve all the remainder of its property used or useful in the conduct of its business. Borrower business and shall (or shall cause the applicable Master Tenant to) keep the Properties Property in reasonably good working order and repair andrepair, and from time to timetime make, make or cause to be made, all reasonably necessary repairs, renewals,, replacements, betterments and improvements thereto, in each case to the extent commercially reasonable. After prior written notice to Administrative Agent, Borrower, at its own expense, may contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligence, the validity of any Legal Requirement, the applicability of any Legal Requirement to Borrower or the Property or any alleged violation of any Legal Requirement, provided that (i) no Event of Default has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of the Mortgage and shall not constitute a default thereunder or under the other Loan Documents and such proceeding shall be conducted in accordance with all applicable Legal Requirements; (iii) none of the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled
Appears in 1 contract
Samples: Senior Loan Agreement (Pacific Oak Strategic Opportunity REIT, Inc.)
Existence; Compliance with Legal Requirements. Borrower shall, shall do or shall cause the applicable Master Tenant to, do to be done all things necessary to (a) preserve, renew and keep in full force and effect its existence, (i) existence and (ii) any material rights, licenses, permits and franchises and (b) subject to such Borrower’s right to contest such Legal Requirements in accordance with this Section 5.1.1, comply in all material respects with all Legal Requirements applicable to Borrower, each Master Tenant, each Lineage Subtenant it and the Properties, including, without limitation, Prescribed Laws, building and zoning codes and certificates of occupancy. There shall never be committed by Xxxxxxxx Xxxxxxxx, and Borrower shall not never knowingly permit any Tenant (including any Master Tenant, the Lineage Subtenants and any Third Party Subtenant) or any other Person in occupancy of or involved with the operation or use of any Individual Property the Properties to commit any act or omission affording the federal government or any Governmental Authority state or local government the right of forfeiture against Borrower’s interest in any Individual Property or any part thereof or any monies paid in performance of Borrower’s obligations under any of the Loan Documents. Borrower hereby covenants and agrees not to commit, knowingly permit or knowingly suffer to exist (and Borrower shall not permit any Master Tenant to commit, permit or suffer to exist) any act or omission affording such right of forfeiture. Borrower shall (and Borrower shall cause each Master Tenant to) at all times maintain, preserve and protect all material franchises and trade names and preserve all the remainder of its property used or useful in the material to its conduct of its business. Borrower business and shall (or shall cause the applicable Master Tenant to) keep the Properties in good working order and repair and(ordinary wear and tear and Casualty excepted), and from time to timetime make, make or cause to be made, all reasonably necessary repairs, renewals,, and replacements thereto, all as more fully provided in the Loan Documents. Borrower shall keep the Properties insured at all times under Policies in compliance with Article VI of this Agreement. After prior written notice to Xxxxxx, Xxxxxxxx, at Borrower’s own expense, may contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligence, the validity of any Legal Requirement, the applicability of any Legal Requirement to Borrower or any Individual Property or any alleged violation of any Legal Requirement; provided that (i) no Event of Default has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) no Individual Property nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof comply, in all material respects, with any such Legal Requirement determined to be valid or applicable or cure any violation of any Legal Requirement; (v) such proceeding shall suspend the enforcement of the contested Legal Requirement against Borrower or any Individual Property; and (vi) if Borrower has not paid any contested amounts under protest such that no security is so required, Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Xxxxxx, to ensure compliance with such Legal Requirement, together with all interest and penalties payable in connection therewith (but in no event more than an amount equal to one-hundred twenty-five percent (125%) of the amount being contested). Lender may apply any such security, as necessary to cause compliance with such Legal Requirement at any time when, in the reasonable judgment of Lender, the validity, applicability or violation of such Legal Requirement is finally established and Borrower does not timely comply therewith or any Individual Property (or any part thereof or interest therein) shall be in imminent danger of being sold, forfeited, terminated, cancelled or lost.
Appears in 1 contract
Existence; Compliance with Legal Requirements. Borrower shall, shall do or shall cause the applicable Master Tenant to, do to be done all things necessary to preserve, renew and keep in full force and effect its existence, rights, licenses, permits and franchises necessary for the conduct of its business, and comply in all material respects with all Legal Requirements applicable to Borrower, each Master Tenant, each Lineage Subtenant and it or the PropertiesProperty, including, without limitation, Prescribed Laws. Borrower shall continue to comply with the Patriot Act and OFAC, building including, without limitation, the provisions of Sections 3.1.41 and zoning codes and certificates 3.1.42, throughout the Term of occupancythe Loan. There shall never be committed by Xxxxxxxx Borrower, and Borrower shall not never permit any Tenant (including any Master Tenant, the Lineage Subtenants and any Third Party Subtenant) or any other Person in occupancy of or involved with the operation or use of any Individual the Property to commit any act or omission affording any Governmental Authority the right of forfeiture against Borrower’s interest in any Individual the Property or any part thereof or any monies paid in performance of Borrower’s obligations under any of the Loan Documents. Borrower hereby covenants and agrees not to commit, permit or suffer to exist (and Borrower shall not permit any Master Tenant to commit, permit or suffer to exist) any act or omission affording such right of forfeiture. Borrower shall (and Borrower shall cause each Master Tenant to) at all times maintain, preserve and protect all material franchises and trade names and preserve all the remainder of its property used or useful in the conduct of its business. Borrower business and shall (or shall cause the applicable Master Tenant to) keep the Properties Property in reasonably good working order and repair andrepair, and from time to timetime make, make or cause to be made, all reasonably necessary repairs, renewals,, replacements, betterments and improvements thereto, in each case to the extent commercially reasonable. After prior written notice to Administrative Agent, Borrower, at its own expense, may contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligence, the validity of any Legal Requirement, the applicability of any Legal Requirement to Borrower or the Property or any alleged violation of any Legal Requirement, provided that (i) no Event of Default has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of the Mortgage and shall not constitute a default thereunder or under the other Loan Documents and such proceeding shall be conducted in accordance with all applicable Legal Requirements; (iii) none of the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof comply with any such Legal Requirement determined to be valid or applicable or cure any violation of any Legal Requirement; (v) such proceeding shall suspend the enforcement of the contested Legal Requirement against Borrower or the Property; and (vi) Borrower shall furnish such security as may be reasonably required in the proceeding, or as may be reasonably requested by Administrative Agent, to insure compliance with such Legal Requirement, together with all interest and penalties payable in connection therewith. Administrative Agent, for the benefit of Lenders, may apply any such security, as necessary to cause compliance with such Legal Requirement at any time when, in the reasonable good faith judgment of Administrative Agent, the validity, applicability or violation of such Legal Requirement is finally established, the Property (or any material part thereof or material interest therein) may reasonably be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any reasonable danger of the Lien of the Mortgage being primed by any related Lien.
Appears in 1 contract
Samples: Senior Loan Agreement (KBS Strategic Opportunity REIT, Inc.)