Common use of Payment of Taxes and Assessments Clause in Contracts

Payment of Taxes and Assessments. 6.1 Lessee will pay or cause to be paid, as provided herein, as additional Rent, before any fine, penalty, interest or cost may be added thereto for the non-payment thereof, all taxes, assessments, licenses and permit fees, charges for public utilities, and all governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever which during the Term of this Lease may have been, or may be assessed, levied, confirmed, imposed upon or become due and payable out of or in respect of, or become a lien on the Demised Premises and/or Personal Property or any part thereof (hereinafter collectively referred to as "Taxes and Assessments"). 6.2 Any Taxes and Assessments relating to a fiscal period of any authority, a part of which is included within the Term of this Lease and a part of which is included in a period of time before or after the Term of this Lease, shall be adjusted pro rata between Lessor and Lessee and each party shall be responsible for its pro rata share of any such Taxes and Assessments. 6.3 Nothing herein contained shall require Lessee to pay income taxes assessed against Lessor, or capital levy, franchise, business license, estate, succession or inheritance taxes of Lessor. 6.4 Lessee shall have the right to contest the amount or validity, in whole or in part, of any Taxes and Assessments by appropriate proceedings diligently conducted in good faith, but only after payment of such Taxes and Assessments, unless such payment would operate as a bar to such contest or interfere materially with the prosecution thereof, in which event, Lessee may postpone or defer such payment only if: (1) Neither the Demised Premises nor any part thereof would by reason of such postponement or deferment be in danger of being forfeited or lost; and (2) Lessee shall have deposited with Lessor, to be held in trust, cash or other security satisfactory to Lessor in an amount equal to not less than the amount of such Taxes and Assessments which at such time shall be actually due and payable, and such additional amounts reasonably required by Lessor and any Mortgagee (as hereinbelow defined) of Lessor from time to time, together with all interest and penalties in connection therewith and all charges that may or might be assessed against or become a charge on the Demised Premises or any part thereof in such proceedings, or, if required by the taxing authority, an amount deposited in trust with the taxing authority during the pendency of any contest in lieu of any additional charge against the Demised Premises until resolution of the contest. Unless Lessor agrees otherwise, the cash so deposited with Lessor shall not bear interest and the cash or securities so deposited shall be held by Lessor until the Demised Premises or any part thereof shall have been released and discharged and shall thereupon be returned to the Lessee, less the amount of any loss, cost, damage and reasonable expense that Lessor or any Mortgagee has sustained in connection with the Taxes and Assessments so contested. 6.5 Upon the termination of any such proceedings, Lessee shall pay the amount of such Taxes and Assessments or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees, interest, penalties or other liabilities in connection therewith, and such payment, at Lessee's request, shall be made by Lessor out of the amount deposited with respect to such Taxes and Assessments as aforesaid. In the event such amount is insufficient, then the balance due shall be paid by Lessee. 6.6 Lessor shall not be required to join in any proceedings referred to in this Article, unless the provisions of any law, rule or regulation at the time in effect shall require that such proceedings be brought by and/or in the name of Lessor, in which event Lessor shall join in such proceedings or permit the same to be brought in its name. Lessor shall not ultimately be subjected to any liability for the payment of any costs or expenses in connection with any such proceedings, and Lessee will indemnify and save harmless Lessor from any such costs and expenses. Lessee shall be entitled to any refund of any Taxes and Assessments and penalties or interest thereon received by Lessor but previously reimbursed in full by Lessee. 6.7 If any income, profits or revenue tax shall be levied, assessed or imposed upon the income, profits or revenue arising from rents payable hereunder, whether partially or totally in lieu of or as a substitute for real estate or personal property taxes imposed upon the Demised Premises or Personal Property or otherwise, then Lessee shall be responsible for the payment of such tax.

Payment of Taxes and Assessments. 6.1 Lessee will pay or cause to be paid(a) Except as hereinafter provided in Section 9(b), as provided hereinduring the Lease Term, as additional RentABPC shall pay, before any fine, penalty, interest or cost may be added thereto thereto, or become due or be imposed by operation of law for the non-payment nonpayment thereof, all taxes, payments in lieu of taxes (“PILOT”), assessments, licenses water and permit feessewer rents, rates and charges, charges for public utilities, excises, levies and all other license and permit fees and other governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of which at any kind and nature whatsoever which time during the Lease Term of this Lease may have been, or may be assessed, levied, confirmed, imposed upon or become due and payable out of or in respect of, or become a lien on the Demised Premises and/or Personal Property income or operation of the Garage or the Surface Parking or any part thereof or any appurtenance thereto or any use or occupancy of the Garage or the Surface Parking (all of which being hereinafter collectively referred to as "Taxes the “Charges”, and Assessments"any of the same being hereinafter referred to as a “Charge”). 6.2 Any Taxes and Assessments relating to a fiscal period ; provided, however, that, all such Charges shall be prorated as of any authority, a part the date of which is included within the Term termination of this Lease and a part of which is included in a period of time before or after the Term of this Lease, ABPC’s obligation for same hereunder shall be adjusted pro rata between Lessor in effect only with respect to the Lease Term. In addition, during the Lease Term, ABPC hereby agrees to pay all costs connected with the ownership, operation, maintenance, repair, renewal and Lessee rehabilitation of the Garage (including, without limitation, insurance, utilities, taxes or payments in lieu of taxes and each party assessments) such that the amounts payable therefrom to the State as State Minimum Guaranteed payments shall be responsible for its pro rata share free and clear of any such Taxes and Assessmentsall charges, whether or not the Garage is used or occupied, or capable of being used or occupied, by ABPC or APCOA. ABPC shall reimburse annually to the State, the amount of the PILOT payments made by the Xxxxxxx Enterprise fund with regards to the Leased Premises. The State will notify ABPC of the current Lease Year PILOT reimbursement amount on or about the 1st of September. ABPC will pay the State the amount of the PILOT payment within 10 days of notification. 6.3 Nothing herein contained shall require Lessee (b) Notwithstanding the provisions of Section 9(a) to pay income taxes assessed against Lessorthe contrary, or capital levy, franchise, business license, estate, succession or inheritance taxes of Lessor. 6.4 Lessee ABPC shall have the right to contest the amount or validity, in whole or in part, of any Taxes and Assessments Charge by appropriate proceedings diligently conducted in good faith, but only after payment of such Taxes and Assessments, unless such payment would operate as a bar to such contest or interfere materially with the prosecution thereof, in which event, Lessee may postpone or defer such payment only if: (1) Neither the Demised Premises nor any part thereof would by reason of such postponement or deferment be in danger of being forfeited or lost; and (2) Lessee shall have deposited with LessorCharge, to be held in trustexcluding PILOT, cash or other security satisfactory to Lessor in an amount equal to not less than the amount of such Taxes and Assessments which at such time shall be actually due and payable, and such additional amounts reasonably required by Lessor and any Mortgagee (as hereinbelow defined) of Lessor from time to time, together with all interest and penalties in connection therewith and all charges that may or might be assessed against or become a charge on the Demised Premises or any part thereof in such proceedings, or, if required by the taxing authority, an amount deposited in trust with the taxing authority during the pendency of any contest in lieu of any additional charge against the Demised Premises until resolution of the contestsuch proceedings. Unless Lessor agrees otherwise, the cash so deposited with Lessor shall not bear interest and the cash or securities so deposited shall be held by Lessor until the Demised Premises or any part thereof shall have been released and discharged and shall thereupon be returned to the Lessee, less the amount of any loss, cost, damage and reasonable expense that Lessor or any Mortgagee has sustained in connection with the Taxes and Assessments so contested. 6.5 Upon the termination of any such proceedings, Lessee proceedings ABPC shall pay the amount of such Taxes and Assessments Charge or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees, interest, penalties or other liabilities in connection therewith. The State agrees to cooperate in any actions ABPC initiates pursuant to this Section 9(c). (c) Since the State will be the owner in fee simple of the Garage, and such payment, at Lessee's request, the State shall obtain documentation from the Commissioner of Revenue Services of the State substantially in the form attached hereto as Exhibit N (a copy of which shall be made supplied to ABPC), which by Lessor out of its terms may be relied upon by ABPC, stating that the amount deposited Construction Manager or any contractor or subcontractor purchasing materials or supplies that are to be physically incorporated into the Garage may furnish its suppliers with a completed contractor’s purchase exemption certificate and that neither ABPC nor the Construction Manager nor any such contractor or subcontractor will be liable for the Connecticut sales tax or use tax with respect to such Taxes purchases. ABPC hereby acknowledges and Assessments as aforesaidagrees to comply with Chapter 219 of the Connecticut General Statutes pertaining to tangible personal property or services rendered that is/are subject to sales tax. In If ABPC or the event such amount is insufficient, then the balance due Construction Manager or any of its contractors or subcontractors shall be paid by Lessee. 6.6 Lessor shall not at any time be required to join in pay any proceedings referred sales tax or use tax to in this Articlethe State relating to the purchase of such materials for the construction of the Garage, unless the provisions of any law, rule ABPC shall be permitted to treat such payments as a Charge or regulation at the time in effect shall require that such proceedings be brought by and/or a Garage Operating Expense in the name of Lessor, first Lease Year in which event Lessor shall join in such proceedings or permit the same to be brought in its name. Lessor shall not ultimately be subjected to any liability for the payments are made, provided proof of payment of any costs such sales tax or expenses in connection with any such proceedings, and Lessee will indemnify and save harmless Lessor from any such costs and expenses. Lessee shall be entitled to any refund of any Taxes and Assessments and penalties or interest thereon received by Lessor but previously reimbursed in full by Lessee. 6.7 If any income, profits or revenue use tax shall be levied, assessed or imposed upon promptly delivered to the income, profits or revenue arising from rents payable hereunder, whether partially or totally in lieu of or as a substitute for real estate or State. This Section 9(c) shall not apply to any personal property taxes imposed upon purchased by ABPC or the Demised Premises Construction Manager or Personal Property any of its contractors or otherwisesubcontractors, then Lessee shall be responsible for which does not become physically incorporated into the payment of such taxGarage.

Payment of Taxes and Assessments. 6.1 Lessee will pay or cause to be paid, as provided herein, as additional Rentrent, before any fine, penalty, interest or cost may be added thereto for the non-payment thereof, all taxes, assessments, licenses and permit fees, charges for public utilities, and all governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever which during the Term of this Lease may have been, or may be assessed, levied, confirmed, imposed upon or become due and payable out of or in respect of, or become a lien on the Demised Premises and/or Personal Property or any part thereof (hereinafter collectively referred to as "Taxes and Assessments"). 6.2 Lessee shall be solely responsible for any and all Taxes and Assessments assessed or levied against the Demised Premises or the Personal Property for the periods prior to the Commencement Date all in accordance with the terms of the Original Lease. Any Taxes and Assessments relating to a fiscal period of any authority, a part of which is included within the Term of this Lease and a part of which is included in a period of time before or after the Term of this Lease, shall be adjusted pro rata between Lessor and Lessee and each party shall be responsible for its pro rata share of any such Taxes and Assessments. 6.3 Nothing herein contained shall require Lessee to pay income taxes assessed against Lessor, or capital levy, franchise, business license, estate, succession or inheritance taxes of Lessor. 6.4 Lessee shall have the right to contest the amount or validity, in whole or in part, of any Taxes and Assessments by appropriate proceedings diligently conducted in good faith, but only after payment of such Taxes and Assessments, unless such payment would operate as a bar to such contest or interfere materially with the prosecution thereof, in which event, Lessee may postpone or defer such payment only if: (1) Neither the Demised Premises nor any part thereof would by reason of such postponement or deferment be in danger of being forfeited or lost; and (2) Lessee shall have deposited with Lessor, to be held in trust, cash or other security satisfactory to Lessor in an amount equal to not less than the amount of such Taxes and Assessments which at such time shall be actually due and payable, and such additional amounts reasonably required by Lessor and any Mortgagee (as hereinbelow defined) of Lessor from time to time, together with all interest and penalties in connection therewith and all charges that may or might be assessed against or become a charge on the Demised Premises or any part thereof in such proceedings, or, if required by the taxing authority, an amount deposited in trust with the taxing authority during the pendency of any contest in lieu of any additional charge against the Demised Premises until resolution of the contest. Unless Lessor agrees otherwise, the cash so deposited with Lessor shall not bear interest and the cash or securities so deposited shall be held by Lessor until the Demised Premises or any part thereof shall have been released and discharged and shall thereupon be returned to the Lessee, less the amount of any loss, cost, damage and reasonable expense that Lessor or any Mortgagee has sustained in connection with the Taxes and Assessments so contested. 6.5 Upon the termination of any such proceedings, Lessee shall pay the amount of such Taxes and Assessments or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees, interest, penalties or other liabilities in connection therewith, and such payment, at Lessee's request, shall be made by Lessor out of the amount deposited with respect to such Taxes and Assessments as aforesaid. In the event such amount is insufficient, then the balance due shall be paid by Lessee. 6.6 Lessor shall not be required to join in any proceedings referred to in this Article, unless the provisions of any law, rule or regulation at the time in effect shall require that such proceedings be brought by and/or in the name of Lessor, in which event Lessor shall join in such proceedings or permit the same to be brought in its name. Lessor shall not ultimately be subjected to any liability for the payment of any costs or expenses in connection with any such proceedings, and Lessee will indemnify and save harmless Lessor from any such costs and expenses. Lessee shall be entitled to any refund of any Taxes and Assessments and penalties or interest thereon received by Lessor but previously reimbursed in full by Lessee. 6.7 If any income, profits or revenue tax shall be levied, assessed or imposed upon the income, profits or revenue arising from rents payable hereunder, whether partially or totally in lieu of or as a substitute for real estate or personal property taxes imposed upon the Demised Premises or Personal Property or otherwise, then Lessee shall be responsible for the payment of such tax.

Payment of Taxes and Assessments. 6.1 Lessee will (a) Without limiting the generality of Sections 4.1 and 4.2, but subject to Section 4.3(c) below, Tenant shall pay all Impositions (defined below) allocable to the Premises during the Lease Term on or cause to be paidbefore the date due, as provided herein, as additional Rent, and in any event before delinquency and before any fine, penalty, interest or cost penalty may be added thereto for the non-payment thereof, all taxes, assessments, licenses and permit fees, charges for public utilities, and all governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever which during the Term of this Lease may have been, or may be assessed, levied, confirmed, imposed upon or become due and payable out or be imposed by operation of or in respect oflaw for nonpayment; provided, or become a lien on the Demised Premises and/or Personal Property or however, that: (i) any part thereof (hereinafter collectively referred Impositions that are allocable to as "Taxes and Assessments"). 6.2 Any Taxes and Assessments relating to a fiscal period of any authority, a part of which is included within the Term of this Lease and a part of which is included in a period of time periods before or after the Term of this Lease, shall be adjusted pro rata between Lessor and Lessee and each party shall be responsible for its pro rata share of any such Taxes and Assessments. 6.3 Nothing herein contained shall require Lessee to pay income taxes assessed against Lessor, or capital levy, franchise, business license, estate, succession or inheritance taxes of Lessor. 6.4 Lessee shall have the right to contest the amount or validity, in whole or in part, of any Taxes and Assessments by appropriate proceedings diligently conducted in good faith, but only after payment of such Taxes and Assessments, unless such payment would operate as a bar to such contest or interfere materially with the prosecution thereof, in which event, Lessee may postpone or defer such payment only if: (1) Neither the Demised Premises nor any part thereof would by reason of such postponement or deferment be in danger of being forfeited or lost; and (2) Lessee shall have deposited with Lessor, to be held in trust, cash or other security satisfactory to Lessor in an amount equal to not less than the amount of such Taxes and Assessments which at such time shall be actually due and payable, and such additional amounts reasonably required by Lessor and any Mortgagee (as hereinbelow defined) of Lessor from time to time, together with all interest and penalties in connection therewith and all charges that may or might be assessed against or become a charge on the Demised Premises or any part thereof in such proceedings, or, if required by the taxing authority, an amount deposited in trust with the taxing authority during the pendency of any contest in lieu of any additional charge against the Demised Premises until resolution of the contest. Unless Lessor agrees otherwise, the cash so deposited with Lessor shall not bear interest and the cash or securities so deposited shall be held by Lessor until the Demised Premises or any part thereof shall have been released and discharged and shall thereupon be returned to the Lessee, less the amount of any loss, cost, damage and reasonable expense that Lessor or any Mortgagee has sustained in connection with the Taxes and Assessments so contested. 6.5 Upon the termination of any such proceedings, Lessee shall pay the amount of such Taxes and Assessments or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees, interest, penalties or other liabilities in connection therewith, and such payment, at Lessee's request, shall be made by Lessor out of the amount deposited with respect to such Taxes and Assessments as aforesaid. In the event such amount is insufficient, then the balance due shall be paid by LesseeLandlord; and (ii) if any assessment is permitted by law to be paid in installments, Tenant may pay such assessments in installments (and any assessment installments allocable to periods before or after the Lease Term shall be paid by Landlord in accordance with the preceding clause (i)). 6.6 Lessor (b) Tenant shall pay all Impositions directly to the applicable taxing authority, and shall deliver to Landlord, within thirty days after payment, true and correct copies of the receipted bills or other reasonable evidence showing such payment. Landlord shall cooperate with Tenant to cause all bills for Impositions to be sent directly to Tenant, but if the tax collection agency will not be required so agree, then Landlord shall tender all bills to join in any proceedings referred Tenant promptly upon Landlord's receipt. (c) Tenant shall have the right, at its sole cost, to in this Article, unless contest the provisions full or partial amount or validity of any lawImposition by appropriate administrative and legal proceedings, rule or regulation at the time either in effect shall require that such proceedings be brought by and/or in the name of Lessorits own name, in which event Lessor shall join in such proceedings Landlord's name, or permit the same to be brought in its namejointly with Landlord if Landlord so elects. Lessor shall not ultimately be subjected to any liability for the Tenant may postpone payment of any costs or expenses in connection with contested Imposition pending prompt and diligent prosecution of any such proceedingsproceedings and appeals, but only if Tenant takes such action as may be required pending a final determination in Tenant's contest, including without limitation the posting of a bond or other assurance of payment or performance with the court or administrative agency or other legal authority having jurisdiction over the contest, to suspend the collection of the contested Imposition and Lessee will indemnify and save harmless Lessor from the sale of the Premises to satisfy any such costs and expenses. Lessee shall be entitled to any refund lien(s) arising out of any Taxes and Assessments and penalties or interest thereon received by Lessor but previously reimbursed in full by Lessee. 6.7 If any income, profits or revenue tax shall be levied, assessed or imposed upon the income, profits or revenue arising from rents payable hereunder, whether partially or totally in lieu of or as a substitute for real estate or personal property taxes imposed upon the Demised Premises or Personal Property or otherwise, then Lessee shall be responsible for the payment nonpayment of such tax.Imposition. Tenant shall indemnify, defend and hold Landlord harmless from and against any and all claims, damages, liabilities and costs, including without limitation penalties, interest

Payment of Taxes and Assessments. 6.1 Lessee The Mortgagor will pay before delinquent or cause to be paid, as provided herein, as additional Rent, before the date on which any fine, penalty, interest or cost may be added thereto for the non-payment thereofpenalty attaches, all general and special taxes, assessments, licenses water charges, sewer charges, and permit other fees, taxes, charges for public utilities, and all governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, assessments of any every kind and nature whatsoever which during (all herein generally called “Taxes”), whether or not assessed against the Term of this Lease may have beenMortgagor, or may be assessed, levied, confirmed, imposed upon or become due and payable out of or in respect of, or become a lien on if applicable to the Demised Premises and/or Personal Property or any part thereof interest therein, or the Obligations, or any obligation or agreement secured hereby, subject to the Mortgagor’s right to contest the same, as provided by the terms hereof; and the Mortgagor will, upon written request, furnish to the Bank duplicate receipts therefor within ten (hereinafter collectively referred to as "Taxes 10) days after the Bank’s request. After the occurrence of an Event of Default and Assessments"). 6.2 Any Taxes and Assessments relating to a fiscal period the expiration of any authorityapplicable cure period, a part of which is included within the Term of this Lease and a part of which is included in a period of time before or after the Term of this Lease, shall be adjusted pro rata between Lessor and Lessee and each party shall be responsible for its pro rata share of any such Taxes and Assessments. 6.3 Nothing herein contained shall require Lessee to pay income taxes assessed against Lessor, or capital levy, franchise, business license, estate, succession or inheritance taxes of Lessor. 6.4 Lessee Bank shall have the right to contest request that the Mortgagor deposit with the Bank monthly such amounts as estimated by the Bank will be sufficient to establish a fund from which to pay in full each installment of annual Taxes for the current calendar year as it becomes due. Such deposits will be held without any allowance of interest and are to be used for the payment of Taxes next due and payable when they become due. So long as no Event of Default shall exist, the Bank shall, at its option, pay such Taxes when the same become due and payable (upon submission of appropriate bills therefor from the Mortgagor) or shall release sufficient funds to the Mortgagor for the payment thereof. If the funds so deposited are insufficient to pay any such Taxes for any year (or installments thereof, as applicable) when the same shall become due and payable, the Mortgagor shall, within ten (10) days after receipt of written demand therefor, deposit additional funds as may be necessary to pay such Taxes in full. If the funds so deposited exceed the amount or validityrequired to pay such Taxes for any year, the excess shall be applied toward subsequent deposits. Said deposits need not be kept separate and apart from any other funds of the Bank. The Bank, in whole making any payment hereby authorized relating to Taxes, may do so according to any bxxx, statement or in partestimate procured from the appropriate public office without inquiry into the accuracy of such bxxx, statement or estimate or into the validity of any Taxes tax, assessment, sale, forfeiture, tax lien or title or claim thereof. Upon an Event of Default, the Bank may, at its option, apply any monies at the time on deposit to cure an Event of Default or to pay any of the Obligations in such order and Assessments manner as the Bank may elect. If such deposits are used to cure an Event of Default or pay any of the Obligations, the Mortgagor shall immediately, upon demand by appropriate proceedings diligently conducted in good faiththe Bank, but only after payment of such Taxes and Assessments, unless such payment would operate as a bar to such contest or interfere materially deposit with the prosecution thereof, in which event, Lessee may postpone or defer such payment only if: (1) Neither the Demised Premises nor any part thereof would by reason of such postponement or deferment be in danger of being forfeited or lost; and (2) Lessee shall have deposited with Lessor, to be held in trust, cash or other security satisfactory to Lessor in Bank an amount equal to not less than the amount of such Taxes and Assessments which at such time shall be actually due and payable, and such additional amounts reasonably required by Lessor and any Mortgagee (as hereinbelow defined) of Lessor from time to time, together with all interest and penalties in connection therewith and all charges that may or might be assessed against or become a charge on the Demised Premises or any part thereof in such proceedings, or, if required expended by the taxing authorityMortgagor from the deposits. When the Obligations has been fully paid, an amount deposited in trust with the taxing authority during the pendency of any contest in lieu of any additional charge against the Demised Premises until resolution of the contest. Unless Lessor agrees otherwise, the cash so deposited with Lessor remaining deposits shall not bear interest and the cash or securities so deposited shall be held by Lessor until the Demised Premises or any part thereof shall have been released and discharged and shall thereupon be returned to the Lessee, less Mortgagor. Such deposits are hereby pledged as additional security for the amount Obligations and shall not be subject to the direction or control of the Mortgagor. The Bank shall not be liable for any loss, cost, damage and reasonable expense that Lessor or any Mortgagee has sustained in connection with the Taxes and Assessments so contested. 6.5 Upon the termination of any such proceedings, Lessee shall pay the amount of such Taxes and Assessments or part thereof as finally determined in such proceedings, failure to apply to the payment of which may Taxes any amount so deposited unless the Mortgagor, prior to an Event of Default, shall have been deferred during requested the prosecution Bank in writing to make application of such proceedings, together with any costs, fees, interest, penalties or other liabilities in connection therewith, and such payment, at Lessee's request, shall be made by Lessor out of the amount deposited with respect funds to such Taxes and Assessments as aforesaid. In the event such amount is insufficient, then the balance due shall be paid by Lessee. 6.6 Lessor shall not be required to join in any proceedings referred to in this Article, unless the provisions of any law, rule or regulation at the time in effect shall require that such proceedings be brought by and/or in the name of Lessor, in which event Lessor shall join in such proceedings or permit the same to be brought in its name. Lessor shall not ultimately be subjected to any liability for the payment of any costs or expenses in connection with any such proceedings, and Lessee will indemnify and save harmless Lessor from any such costs and expenses. Lessee shall be entitled to any refund of any Taxes and Assessments and penalties or interest thereon received by Lessor but previously reimbursed in full by Lessee. 6.7 If any income, profits or revenue tax shall be levied, assessed or imposed upon the income, profits or revenue arising from rents payable hereunder, whether partially or totally in lieu of or as a substitute for real estate or personal property taxes imposed upon the Demised Premises or Personal Property or otherwise, then Lessee shall be responsible for the payment of such taxamounts, accompanied by the bills for such Taxes. The Bank shall not be liable for any act or omission taken in good faith or pursuant to the instruction of any party.

Payment of Taxes and Assessments. 6.1 Lessee Borrower will pay or cause to be paid, as provided herein, as additional Rent, before any fine, penalty, interest or cost may be added thereto for the non-payment thereofpenalty attaches, all general and special taxes, assessments, licenses water charges, sewer charges, and permit other fees, taxes, charges for public utilities, and all governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, assessments of any every kind and nature whatsoever which during (all herein generally called “Taxes”), whether or not assessed against Borrower, if applicable to the Term of this Lease may have beenProperty or any interest therein, or may be assessed, levied, confirmed, imposed upon or become due and payable out of or in respect ofthe Indebtedness, or become a lien on any obligation or agreement secured hereby, subject to Borrower’s right to contest the Demised Premises and/or Personal same, as provided by the terms hereof; and Borrower will pay all other charges prior to delinquency, including without limitation, governmental impositions, vault charges and license fees for the use of vaults, chutes and similar areas adjoining the Real Estate, now or hereafter levied or assessed or imposed against the Property or any part thereof, all ground rents, maintenance charges, charges for utility services provided to the Property and similar charges, encumbrances and liens, now or hereafter levied or assessed or imposed against the Property or any part thereof (hereinafter collectively referred to as "Taxes the “Other Charges”), and Assessments"). 6.2 Any Taxes all costs, fees and Assessments expenses arising from or relating to a fiscal period this Deed of Trust, including without limitation cost of evidence of title and Trustee’s fees in connection with any authorityforeclosure sale, a part of whether completed or not, which is included within amounts shall become due upon demand. Borrower will deliver to Lender, promptly upon Xxxxxx’s request, evidence reasonably satisfactory to Lender that the Term of this Lease Taxes, Other Charges and a part of which is included in a period of time before utility service charges have been so paid or after the Term of this Lease, are not then delinquent. Borrower shall be adjusted pro rata between Lessor not suffer and Lessee and each party shall be responsible for its pro rata share of any such Taxes and Assessments. 6.3 Nothing herein contained shall require Lessee to pay income taxes assessed against Lessor, or capital levy, franchise, business license, estate, succession or inheritance taxes of Lessor. 6.4 Lessee shall have the right to contest the amount or validity, in whole or in part, of any Taxes and Assessments by appropriate proceedings diligently conducted in good faith, but only after payment of such Taxes and Assessments, unless such payment would operate as a bar to such contest or interfere materially with the prosecution thereof, in which event, Lessee may postpone or defer such payment only if: (1) Neither the Demised Premises nor any part thereof would by reason of such postponement or deferment be in danger of being forfeited or lost; and (2) Lessee shall have deposited with Lessor, promptly cause to be held in trust, cash paid and discharged any lien or other security satisfactory to Lessor in an amount equal to not less than the amount of such Taxes and Assessments charge whatsoever which at such time shall may be actually due and payable, and such additional amounts reasonably required by Lessor and any Mortgagee (as hereinbelow defined) of Lessor from time to time, together with all interest and penalties in connection therewith and all charges that may or might be assessed against or become a charge on the Demised Premises lien or any part thereof in such proceedings, or, if required by the taxing authority, an amount deposited in trust with the taxing authority during the pendency of any contest in lieu of any additional charge against the Demised Premises until resolution Property, except liens permitted by the terms of this Deed of Trust. Except to the contest. Unless Lessor agrees otherwise, the cash so extent sums sufficient to pay all Taxes and Other Charges have been deposited with Lessor shall not bear interest and the cash or securities so deposited shall be held by Lessor until the Demised Premises or any part thereof shall have been released and discharged and shall thereupon be returned to the Lessee, less the amount of any loss, cost, damage and reasonable expense that Lessor or any Mortgagee has sustained Lender in connection accordance with the Taxes and Assessments so contested. 6.5 Upon the termination term of any such proceedingsthis Deed of Trust, Lessee Borrower shall pay the amount of such Taxes and Assessments furnish to Lender or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees, interest, penalties or other liabilities in connection therewith, and such payment, at Lessee's request, shall be made by Lessor out of the amount deposited with respect cause its tenants to such Taxes and Assessments as aforesaid. In the event such amount is insufficient, then the balance due shall be furnish to Lender paid by Lessee. 6.6 Lessor shall not be required to join in any proceedings referred to in this Article, unless the provisions of any law, rule or regulation at the time in effect shall require that such proceedings be brought by and/or in the name of Lessor, in which event Lessor shall join in such proceedings or permit the same to be brought in its name. Lessor shall not ultimately be subjected to any liability receipts for the payment of any costs or expenses in connection with any such proceedings, and Lessee will indemnify and save harmless Lessor from any such costs and expenses. Lessee shall be entitled to any refund of any the Taxes and Assessments and penalties or interest thereon received by Lessor but previously reimbursed in full by LesseeOther Charges prior to the date the same shall become delinquent. 6.7 If any income, profits or revenue tax shall be levied, assessed or imposed upon the income, profits or revenue arising from rents payable hereunder, whether partially or totally in lieu of or as a substitute for real estate or personal property taxes imposed upon the Demised Premises or Personal Property or otherwise, then Lessee shall be responsible for the payment of such tax.

Payment of Taxes and Assessments. 6.1 Lessee will pay or cause to be paid, as provided herein, as additional Rent, before any fine, penalty, interest or cost may be added thereto for the non-payment thereof, all taxes, assessments, licenses and permit fees, charges for public utilities, and all governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever which during the Term of this Lease may have been, or may be assessed, levied, confirmed, imposed upon or become due and payable out of or in respect of, or become a lien on the Demised Premises and/or Personal Property or any part thereof (hereinafter collectively referred to as "Taxes and Assessments"). 6.2 Any Taxes and Assessments relating to a fiscal period of any authority, a part of which is included within the Term of this Lease and a part of which is included in a period of time before or after the Term of this Lease, shall be adjusted pro rata between Lessor and Lessee and each party shall be responsible for its pro rata share of any such Taxes and Assessments. 6.3 Nothing herein contained shall require Lessee to pay income taxes assessed against Lessor, or capital levy, franchise, business license, estate, succession or inheritance taxes of Lessor. 6.4 Lessee shall have the right to contest the amount or validity, in whole or in part, of any Taxes and Assessments by appropriate proceedings diligently conducted in good faith, but only after payment of such Taxes and Assessments, unless such payment would operate as a bar to such contest or interfere materially with the prosecution thereof, in which event, Lessee may postpone or defer such payment only if: (1) Neither the Demised Premises nor any part thereof would by reason of such postponement or deferment be in danger of being forfeited or lost; and (2) Lessee shall have deposited with Lessor, to be held in trust, cash or other security satisfactory to Lessor in an amount equal to not less than the amount of such Taxes and Assessments which at such time shall be actually due and payable, and such additional amounts reasonably required by Lessor and any Mortgagee (as hereinbelow defined) of Lessor from time to time, together with all interest and penalties in connection therewith and all charges that may or might be assessed against or become a charge on the Demised Premises or any part thereof in such proceedings, or, if required by the taxing authority, an amount deposited in trust with the taxing authority during the pendency of any contest in lieu of any additional charge against the Demised Premises until resolution of the contest. Unless Lessor agrees otherwise, the cash so deposited with Lessor shall not bear interest and the cash or securities so deposited shall be held by Lessor until the Demised Premises or any part thereof shall have been released and discharged and shall thereupon be returned to the Lessee, less the amount of any loss, cost, damage and reasonable expense that Lessor or any Mortgagee has sustained in connection with the Taxes and Assessments so contested. 6.5 Upon the termination of any such proceedings, Lessee shall pay the amount of such Taxes and Assessments or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees, interest, penalties or other liabilities in connection therewith, and such payment, at Lessee's request, shall be made by Lessor out of the amount deposited with respect to such Taxes and Assessments as aforesaid. In the event such amount is insufficient, then the balance due shall be paid by Lessee. 6.6 Lessor shall not be required to join in any proceedings referred to in this Article, unless the provisions of any law, rule or regulation at the time in effect shall require that such proceedings be brought by and/or in the name of Lessor, in which event Lessor shall join in such proceedings or permit the same to be brought in its name. Lessor shall not ultimately be subjected to any liability for the payment of any costs or expenses in connection with any such proceedings, and Lessee will indemnify and save harmless Lessor from any such costs and expenses. Lessee shall be entitled to any refund of any Taxes and Assessments and penalties or interest thereon received by Lessor but previously reimbursed in full by Lessee. 6.7 If any income, profits or revenue tax shall be levied, assessed or imposed upon the income, profits or revenue arising from rents payable hereunder, whether partially or totally in lieu of or as a substitute for real estate or personal property taxes imposed upon the Demised Premises or Personal Property or otherwise, then Lessee shall be responsible for the payment of such tax.

Payment of Taxes and Assessments. 6.1 Lessee will pay or cause to be paid, as provided herein, as additional Rent, before any fine, penalty, interest or cost may be added thereto for the non-payment thereof, all taxes, assessments, licenses and permit fees, charges for public utilities, and all governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, of any kind and nature whatsoever which during the Term of this Lease Sub-Sublease may have been, or may be assessed, levied, confirmed, imposed upon or become due and payable out of or in respect of, or become a lien on the Demised Premises and/or Personal Property or any part thereof (hereinafter collectively referred to as "Taxes and Assessments"). 6.2 Any Taxes and Assessments relating to a fiscal period of any authority, a part of which is included within the Term of this Lease Sub-Sublease and a part of which is included in a period of time before or after the Term of this LeaseSub- Sublease, shall be adjusted pro rata between Lessor and Lessee and each party shall be responsible for its pro rata share of any such Taxes and Assessments. 6.3 Nothing herein contained shall require Lessee to pay income taxes assessed against Lessor, or capital levyxxxxxxx xxxx, franchisexxxxxxxxx, business license, estatexxxxxx, succession or inheritance taxes of Lessor. 6.4 Lessee shall have the right to contest the amount or validity, in whole or in part, of any Taxes and Assessments by appropriate proceedings diligently conducted in good faith, but only after payment of such Taxes and Assessments, unless such payment would operate as a bar to such contest or interfere materially with the prosecution thereof, in which event, Lessee may postpone or defer such payment only if: (1) Neither the Demised Premises nor any part thereof would by reason of such postponement or deferment be in danger of being forfeited or lost; and (2) Lessee shall have deposited with Lessor, to be held in trust, cash or other security satisfactory to Lessor in an amount equal to not less than the amount of such Taxes and Assessments which at such time shall be actually due and payable, and such additional amounts reasonably required by Lessor and any Mortgagee (as hereinbelow defined) of Lessor from time to time, together with all interest and penalties in connection therewith and all charges that may or might be assessed against or become a charge on the Demised Premises or any part thereof in such proceedings, or, if required by the taxing authority, an amount deposited in trust with the taxing authority during the pendency of any contest in lieu of any additional charge against the Demised Premises until resolution of the contest. Unless Lessor agrees otherwise, the cash so deposited with Lessor shall not bear interest and the cash or securities so deposited shall be held by Lessor until the Demised Premises or any part thereof shall have been released and discharged and shall thereupon be returned to the Lessee, less the amount of any loss, cost, damage and reasonable expense that Lessor or any Mortgagee has sustained in connection with the Taxes and Assessments so contested. 6.5 Upon the termination of any such proceedings, Lessee shall pay the amount of such Taxes and Assessments or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees, interest, penalties or other liabilities in connection therewith, and such payment, at Lessee's request, shall be made by Lessor out of the amount deposited with respect to such Taxes and Assessments as aforesaid. In the event such amount is insufficient, then the balance due shall be paid by Lessee. 6.6 Lessor shall not be required to join in any proceedings referred to in this Article, unless the provisions of any law, rule or regulation at the time in effect shall require that such proceedings be brought by and/or in the name of Lessor, in which event Lessor shall join in such proceedings or permit the same to be brought in its name. Lessor shall not ultimately be subjected to any liability for the payment of any costs or expenses in connection with any such proceedings, and Lessee will indemnify and save harmless Lessor from any such costs and expenses. Lessee shall be entitled to any refund of any Taxes and Assessments and penalties or interest thereon received by Lessor but previously reimbursed in full by Lessee. 6.7 If any income, profits or revenue tax shall be levied, assessed or imposed upon the income, profits or revenue arising from rents payable hereunder, whether partially or totally in lieu of or as a substitute for real estate or personal property taxes imposed upon the Demised Premises or Personal Property or otherwise, then Lessee shall be responsible for the payment of such tax.

Payment of Taxes and Assessments. 6.1 Lessee The Mortgagor will pay before delinquent or cause to be paid, as provided herein, as additional Rent, before the date on which any fine, penalty, interest or cost may be added thereto for the non-payment thereofpenalty attaches, all general and special taxes, assessments, licenses water charges, sewer charges, and permit other fees, taxes, charges for public utilities, and all governmental charges, general and special, ordinary and extraordinary, foreseen and unforeseen, assessments of any every kind and nature whatsoever which during (all herein generally called “Taxes”), whether or not assessed against the Term of this Lease may have beenMortgagor, or may be assessed, levied, confirmed, imposed upon or become due and payable out of or in respect of, or become a lien on if applicable to the Demised Premises and/or Personal Property or any part thereof interest therein, or the Obligations, or any obligation or agreement secured hereby, subject to the Mortgagor’s right to contest the same, as provided by the terms hereof; and the Mortgagor will, upon written request, furnish to the Bank duplicate receipts therefor within ten (hereinafter collectively referred to as "Taxes 10) days after the Bank’s request. After the occurrence of an Event of Default and Assessments"). 6.2 Any Taxes and Assessments relating to a fiscal period the expiration of any authorityapplicable cure period, a part of which is included within the Term of this Lease and a part of which is included in a period of time before or after the Term of this Lease, shall be adjusted pro rata between Lessor and Lessee and each party shall be responsible for its pro rata share of any such Taxes and Assessments. 6.3 Nothing herein contained shall require Lessee to pay income taxes assessed against Lessor, or capital levy, franchise, business license, estate, succession or inheritance taxes of Lessor. 6.4 Lessee Bank shall have the right to contest request that the Mortgagor deposit with the Bank monthly such amounts as estimated by the Bank will be sufficient to establish a fund from which to pay in full each installment of annual Taxes for the current calendar year as it becomes due. Such deposits will be held without any allowance of interest and are to be used for the payment of Taxes next due and payable when they become due. So long as no Event of Default shall exist, the Bank shall, at its option, pay such Taxes when the same become due and payable (upon submission of appropriate bills therefor from the Mortgagor) or shall release sufficient funds to the Mortgagor for the payment thereof. If the funds so deposited are insufficient to pay any such Taxes for any year (or installments thereof, as applicable) when the same shall become due and payable, the Mortgagor shall, within ten (10) days after receipt of written demand therefor, deposit additional funds as may be necessary to pay such Taxes in full. If the funds so deposited exceed the amount or validityrequired to pay such Taxes for any year, the excess shall be applied toward subsequent deposits. Said deposits need not be kept separate and apart from any other funds of the Bank. The Bank, in whole making any payment hereby authorized relating to Taxes, may do so according to any xxxx, statement or in partestimate procured from the appropriate public office without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any Taxes tax, assessment, sale, forfeiture, tax lien or title or claim thereof. Upon an Event of Default, the Bank may, at its option, apply any monies at the time on deposit to cure an Event of Default or to pay any of the Obligations in such order and Assessments manner as the Bank may elect. If such deposits are used to cure an Event of Default or pay any of the Obligations, the Mortgagor shall immediately, upon demand by appropriate proceedings diligently conducted in good faiththe Bank, but only after payment of such Taxes and Assessments, unless such payment would operate as a bar to such contest or interfere materially deposit with the prosecution thereof, in which event, Lessee may postpone or defer such payment only if: (1) Neither the Demised Premises nor any part thereof would by reason of such postponement or deferment be in danger of being forfeited or lost; and (2) Lessee shall have deposited with Lessor, to be held in trust, cash or other security satisfactory to Lessor in Bank an amount equal to not less than the amount of such Taxes and Assessments which at such time shall be actually due and payable, and such additional amounts reasonably required by Lessor and any Mortgagee (as hereinbelow defined) of Lessor from time to time, together with all interest and penalties in connection therewith and all charges that may or might be assessed against or become a charge on the Demised Premises or any part thereof in such proceedings, or, if required expended by the taxing authorityMortgagor from the deposits. When the Obligations has been fully paid, an amount deposited in trust with the taxing authority during the pendency of any contest in lieu of any additional charge against the Demised Premises until resolution of the contest. Unless Lessor agrees otherwise, the cash so deposited with Lessor remaining deposits shall not bear interest and the cash or securities so deposited shall be held by Lessor until the Demised Premises or any part thereof shall have been released and discharged and shall thereupon be returned to the Lessee, less Mortgagor. Such deposits are hereby pledged as additional security for the amount Obligations and shall not be subject to the direction or control of the Mortgagor. The Bank shall not be liable for any loss, cost, damage and reasonable expense that Lessor or any Mortgagee has sustained in connection with the Taxes and Assessments so contested. 6.5 Upon the termination of any such proceedings, Lessee shall pay the amount of such Taxes and Assessments or part thereof as finally determined in such proceedings, failure to apply to the payment of which may Taxes any amount so deposited unless the Mortgagor, prior to an Event of Default, shall have been deferred during requested the prosecution Bank in writing to make application of such proceedings, together with any costs, fees, interest, penalties or other liabilities in connection therewith, and such payment, at Lessee's request, shall be made by Lessor out of the amount deposited with respect funds to such Taxes and Assessments as aforesaid. In the event such amount is insufficient, then the balance due shall be paid by Lessee. 6.6 Lessor shall not be required to join in any proceedings referred to in this Article, unless the provisions of any law, rule or regulation at the time in effect shall require that such proceedings be brought by and/or in the name of Lessor, in which event Lessor shall join in such proceedings or permit the same to be brought in its name. Lessor shall not ultimately be subjected to any liability for the payment of any costs or expenses in connection with any such proceedings, and Lessee will indemnify and save harmless Lessor from any such costs and expenses. Lessee shall be entitled to any refund of any Taxes and Assessments and penalties or interest thereon received by Lessor but previously reimbursed in full by Lessee. 6.7 If any income, profits or revenue tax shall be levied, assessed or imposed upon the income, profits or revenue arising from rents payable hereunder, whether partially or totally in lieu of or as a substitute for real estate or personal property taxes imposed upon the Demised Premises or Personal Property or otherwise, then Lessee shall be responsible for the payment of such taxamounts, accompanied by the bills for such Taxes. The Bank shall not be liable for any act or omission taken in good faith or pursuant to the instruction of any party.