Common use of Preservation and Maintenance Clause in Contracts

Preservation and Maintenance. Borrower shall, and shall cause Owner to, (i) not permit or commit waste, impairment, or deterioration of the Collateral Property or abandon the Collateral Property, (ii) not remove, demolish or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as Lender may approve in writing, (iv) keep the Collateral Property, including the improvements thereon and any fixtures, equipment, machinery and personal property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property on the Collateral Property when necessary to keep such items in good order, repair, and tenantable condition, and (v) keep all trademarks, tradenames, servicemarks and licenses and permits necessary for the use and occupancy of the Collateral Property in good standing and in full force and effect and free and clear of all liens and encumbrances other than Permitted Liens. None of Borrower, Owner or any tenant or other Person shall remove, demolish or alter any Building now existing or hereafter erected on the Collateral Property or any other fixtures, equipment, machinery or personal property in or on the Collateral Property except when incident to the replacement of fixtures, equipment, machinery or other personal property with items of like kind and value. Borrower shall, and shall cause Owner to, comply with the asbestos operations and maintenance program in effect as of the date hereof (if any) or adopted hereafter with respect to the Collateral Property, and shall, and shall cause Owner to, not discontinue or materially modify such program without Lender’s prior written consent. In the event that Borrower or Owner shall remove any asbestos or asbestos-containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of Lender, Borrower shall provide evidence of such compliance to Lender.

Preservation and Maintenance. Borrower shall, and Mortgagor (a) shall cause Owner to, (i) not permit or commit waste, impairment, or deterioration of the Collateral Mortgaged Property or abandon the Collateral Mortgaged Property, (iib) not remove, demolish or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Mortgaged Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as Lender Mortgagee may approve in writing, (ivc) shall keep the Collateral Mortgaged Property, including the improvements thereon Improvements and any fixtures, equipment, machinery and personal propertythe Personal Property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property appliances on the Collateral Mortgaged Property when necessary to keep such items in good order, repair, and tenantable condition, and (vd) keep shall comply with all trademarkslaws, tradenamesordinances, servicemarks regulations and licenses requirements of any governmental body applicable to the Mortgaged Property. Mortgagor covenants and permits necessary for agrees to give Mortgagee prompt notice of any non-compliance with such laws, ordinances, regulations or requirements and of any notice of non-compliance therewith which it receives or any threatened or pending proceedings in respect thereto or with respect to the use and occupancy of the Collateral Property in good standing and in full force and effect and free and clear of all liens and encumbrances other than Permitted LiensMortgaged Property. None of Borrower, Owner or Neither Mortgagor nor any tenant or other Person person shall remove, demolish or alter any Building Improvements now existing or hereafter erected on the Collateral Mortgaged Property or any other fixtures, equipment, machinery or personal property Personal Property in or on the Collateral Mortgaged Property except when incident to the replacement of fixtures, equipment, machinery or other personal property Personal Property with items of like kind kind. Mortgagor further covenants and value. Borrower shallagrees that, and shall cause Owner towithout the prior written consent of Mortgagee, comply with the asbestos operations and maintenance program in effect as herein, no part of the date hereof (if any) Mortgaged Property shall be declared, or adopted hereafter with respect become the subject of, a condominium under the New Hampshire or Massachusetts Condominium Acts, as they may be amended or supplemented, or become the subject of any covenants or restrictions, or any planned unit development, or any other type of development that would control or restrict the uses to which the Collateral Real Estate and Improvements may be put or the scheme or arrangement or its development or the design, location or character of its buildings or improvements, or which would impose Obligations or assessments of any type upon any owners or tenants of the Mortgaged Property, and shall, and shall cause Owner to, not discontinue or materially modify such program without Lender’s prior written consent. In upon any other parties who may use or enjoy the event that Borrower or Owner shall remove any asbestos or asbestos-containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of Lender, Borrower shall provide evidence of such compliance to LenderMortgaged Property.

Preservation and Maintenance. Borrower shall(i) Borrower (1) shall not permit or commit, and shall cause Owner to, (i) not permit First Mortgage Borrower to permit or commit commit, waste, impairment, or deterioration of the Collateral Mortgaged Property or permit First Mortgage Borrower to abandon the Collateral Mortgaged Property, , (ii2) not remove, demolish or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) cause First Mortgage Borrower to restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Mortgaged Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as the Lender may approve in writing, , (iv3) shall cause First Mortgage Borrower to keep the Collateral Mortgaged Property, including the improvements thereon and any fixtures, equipment, machinery and personal property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property on the Collateral Mortgaged Property when necessary to keep such items in good order, repair, and tenantable condition, and and (v4) shall cause First Mortgage Borrower to keep all trademarks, tradenames, servicemarks and licenses and permits necessary for the use and occupancy of the Collateral Mortgaged Property in good standing and in full force and effect and free and clear of all liens and encumbrances other than Permitted Lienseffect. None of Neither Borrower, Owner or First Mortgage Borrower nor any tenant or other Person shall remove, demolish or alter any Building improvements now existing or hereafter erected on the Collateral Mortgaged Property or any other fixtures, equipment, machinery or personal property in or on the Collateral Mortgaged Property except when incident to the replacement of fixtures, equipment, machinery or other personal property with items of like kind and value. Borrower shall, and shall cause Owner to, comply with the asbestos operations and maintenance program in effect as of the date hereof (if any) or adopted hereafter with respect to the Collateral Property, and shall, and shall cause Owner to, not discontinue or materially modify such program without Lender’s prior written consent. In the event that First Mortgage Borrower or Owner shall remove any asbestos or asbestos-containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of the Lender, Borrower shall provide evidence of such compliance to the Lender. (ii) Provided that no Event of Default shall have occurred and be continuing hereunder, Borrower may permit First Mortgage Borrower to undertake any alteration, improvement, demolition or removal of Mortgaged Property or any portion thereof (an “Alteration”) so long as such Alteration (1) is performed strictly in compliance with the terms and conditions of the First Mortgage Loan Documents, (2) is permitted by the Leases, (3) shall not materially adversely effect the value of the Mortgaged Property taken as a whole or materially reduce the income from the level available immediately prior to commencement of such Alteration, (4) shall not have a Material Adverse Effect, and (5) was approved as a part of the current Operating Budget. Any other Alteration shall require the prior written consent of the Lender. All work performed in connection with any Alteration shall be performed in accordance with all applicable laws. Borrower shall cause First Mortgage Borrower to provide to the Lender such evidence as the Lender may reasonably require to evidence First Mortgage Borrower’s compliance with the terms of this Agreement in connection with any Alteration. (iii) Borrower shall cause First Mortgage Borrower to comply with, observe and perform in all material respects all zoning and other laws affecting the Mortgaged Property, all agreements and other covenants affecting the Mortgaged Property (including without limitation the First Mortgage Loan Documents), and all licenses and permits affecting the Mortgaged Property.

Preservation and Maintenance. Borrower shall(i) Borrower (1) shall not permit or commit, and shall cause Owner to, (i) not permit First Mortgage Borrower or commit Senior Mezzanine Borrower to permit or commit, waste, impairment, or deterioration of the Collateral Mortgaged Property or permit First Mortgage Borrower to abandon the Collateral Mortgaged Property, , (ii2) not remove, demolish or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) cause First Mortgage Borrower to restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Mortgaged Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as the Lender may approve in writing, , (iv3) shall cause First Mortgage Borrower to keep the Collateral Mortgaged Property, including the improvements thereon and any fixtures, equipment, machinery and personal property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property on the Collateral Mortgaged Property when necessary to keep such items in good order, repair, and tenantable condition, and and (v4) shall cause First Mortgage Borrower to keep all trademarks, tradenames, servicemarks and licenses and permits necessary for the use and occupancy of the Collateral Mortgaged Property in good standing and in full force and effect and free and clear of all liens and encumbrances other than Permitted Lienseffect. None of Neither Borrower, Owner or Senior Mezzanine Borrower, First Mortgage Borrower nor any tenant or other Person shall remove, demolish or alter any Building improvements now existing or hereafter erected on the Collateral Mortgaged Property or any other fixtures, equipment, machinery or personal property in or on the Collateral Mortgaged Property except when incident to the replacement of fixtures, equipment, machinery or other personal property with items of like kind and value. Borrower shall, and shall cause Owner to, comply with the asbestos operations and maintenance program in effect as of the date hereof (if any) or adopted hereafter with respect to the Collateral Property, and shall, and shall cause Owner to, not discontinue or materially modify such program without Lender’s prior written consent. In the event that First Mortgage Borrower or Owner shall remove any asbestos or asbestos-containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of the Lender, Borrower shall provide evidence of such compliance to the Lender. (ii) Provided that no Event of Default shall have occurred and be continuing hereunder, Borrower may permit First Mortgage Borrower to undertake any alteration, improvement, demolition or removal of Mortgaged Property or any portion thereof (an “Alteration”) so long as such Alteration (1) is performed strictly in compliance with the terms and conditions of the First Mortgage Loan Documents, (2) is permitted by the Leases, (3) shall not materially adversely effect the value of the Mortgaged Property taken as a whole or materially reduce the income from the level available immediately prior to commencement of such Alteration, (4) shall not have a Material Adverse Effect, and (5) was approved as a part of the current Operating Budget. Any other Alteration shall require the prior written consent of the Lender. All work performed in connection with any Alteration shall be performed in accordance with all applicable laws. Borrower shall cause First Mortgage Borrower to provide to the Lender such evidence as the Lender may reasonably require to evidence First Mortgage Borrower’s compliance with the terms of this Agreement in connection with any Alteration. (iii) Borrower shall cause First Mortgage Borrower to comply with, observe and perform in all material respects all zoning and other laws affecting the Mortgaged Property, all agreements and other covenants affecting the Mortgaged Property (including without limitation the First Mortgage Loan Documents), and all licenses and permits affecting the Mortgaged Property.

Preservation and Maintenance. Borrower shall, and shall cause Owner to, (i) shall not permit or commit waste, impairment, or deterioration of the Collateral Property or abandon the Collateral Property, (ii) shall not remove, demolish or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) shall restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as Lender may approve in writing, (iv) shall keep the Collateral Property, including the improvements thereon and any fixtures, equipment, machinery and personal property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property on the Collateral Property when necessary to keep such items in good order, repair, and tenantable condition, and (v) shall keep all trademarks, tradenames, servicemarks and licenses and permits necessary for the use and occupancy of the Collateral Property in good standing and in full force and effect and free and clear of all liens and encumbrances other than Permitted Liens. None of Neither Borrower, Owner or nor any tenant or other Person shall remove, demolish or alter any Building now existing or hereafter erected on the Collateral Property or any other fixtures, equipment, machinery or personal property in or on the Collateral Property except when incident to the replacement of fixtures, equipment, machinery or other personal property with items of like kind and value. Borrower shall, and shall cause Owner to, comply with the asbestos operations and maintenance program in effect as of the date hereof (if any) or adopted hereafter with respect to the Collateral Property, and shall, and shall cause Owner to, not discontinue or materially modify such program without Lender’s prior written consent. In the event that Borrower or Owner shall remove any asbestos or asbestos-containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of Lender, Borrower shall provide evidence of such compliance to Lender.

Preservation and Maintenance. (a) The Borrower shall, and shall cause Owner to, (i) shall not permit or commit waste, impairment, or deterioration of the Collateral Mortgaged Property or the Mezzanine Property or permit the Property Owner or WASH to abandon the Collateral Mortgaged Property or the Mezzanine Property, (ii) not remove, demolish shall cause the Property Owner or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) WASH to restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Mortgaged Property and the Mezzanine Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as Lender the Agent may approve in writing, (iviii) shall cause the Property Owner and WASH to keep the Collateral Mortgaged Property and the Mezzanine Property, including the improvements thereon Building and any fixtures, equipment, machinery and personal property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property on the Collateral Mortgaged Property and the Mezzanine Property when necessary to keep such items in good order, repair, and tenantable condition, and (viv) shall cause Property Owner and WASH to keep all trademarks, tradenames, servicemarks and licenses and permits necessary for the use and occupancy of the Collateral Mortgaged Property and the Mezzanine Property in good standing and in full force and effect and free and clear effect. Subject to the provisions of all liens and encumbrances other than Permitted Liens. None of Section 7.21(b) below, neither the Borrower, Owner or the Property Owner, WASH nor any tenant or other Person shall remove, demolish or alter any Building now existing or hereafter erected on the Collateral Mortgaged Property or the Mezzanine Property or any other fixtures, equipment, machinery or personal property in or on the Collateral Mortgaged Property or the Mezzanine Property except when incident to the replacement of fixtures, equipment, machinery or other personal property with items of like kind and value. The Borrower shall, and shall cause the Property Owner to, and WASH to comply with the asbestos operations and maintenance program in effect as of the date hereof (if any) or adopted hereafter with respect to the Collateral any new Mortgaged Property, and shall, and shall cause not permit the Property Owner to, not or WASH to discontinue or materially modify such program without Lender’s the Agent's prior written consent. In the event that Borrower the Property Owner or Owner WASH shall remove any asbestos or asbestos-asbestos- containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of Lenderthe Agent, the Borrower shall provide evidence of such compliance to Lenderthe Agent. (b) Provided that no Event of Default shall have occurred and be continuing hereunder, the Borrower may permit the Property Owner and WASH to undertake any alteration, improvement, demolition or removal of the Mortgaged Property or the Mezzanine Property or any portion thereof (an "Alteration") so long as such Alteration (i) is performed strictly in compliance with the terms and conditions of the Mortgages and the other Mortgage Loan Documents and the Nomura Mortgages and the other Mezzanine Mortgage Loan Documents, respectively, (ii) is permitted by the Leases, (iii) shall not materially adversely affect the value of the applicable Mortgaged Property or Mezzanine Property or materially reduce the income from the level available immediately prior to commencement of such Alteration, and (iv) shall not have a material adverse effect on the ability of the Property Owner or WASH to perform its obligations under the Mortgage Loan Documents or the Mezzanine Mortgage Loan Documents, respectively, and the Leases or of the Borrower to perform its obligations under the Loan Documents. Any other Alteration shall require the prior written consent of the Agent, such consent not to be unreasonably withheld or delayed. All work performed in connection with any Alteration shall be performed in accordance with all applicable laws. The Borrower shall cause the Property Owner and WASH to provide to the Agent such evidence as the Agent may reasonably require to evidence the Property Owner's and WASH's compliance with the terms of the Mortgage Loan Documents, the Mezzanine Mortgage Loan Documents and this Agreement in connection with any Alteration.

Preservation and Maintenance. Borrower shall, and (a) shall cause Owner to, (i) not permit or commit ---------------------------- waste, impairment, or deterioration of the Collateral Property or abandon the Collateral Property, (iib) not remove, demolish or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as Lender may approve in writing, provided that Lender shall release net insurance proceeds, to the extent actually received by Lender, to Borrower in accordance with the construction disbursement procedures specified in the Loan Agreement (ivprovided, however, the insufficiency of such proceeds shall not relieve Borrower of its obligations to restore hereunder), (c) shall keep the Collateral Property, including the improvements thereon Improvements and any fixtures, equipment, machinery and personal propertythe Personal Property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property appliances on the Collateral Property when necessary to keep such items in good order, repair, and tenantable condition, and (vd) keep shall comply with all trademarkslaws, tradenamesordinances, servicemarks regulations and licenses requirements of any governmental body applicable to the Property. Borrower covenants and permits necessary for agrees to give Xxxxxx prompt notice of any non-compliance with such laws, ordinances, regulations or requirements and of any notice of non-compliance therewith which it receives or any threatened or pending proceedings in respect thereto or with respect to the use and occupancy of the Collateral Property (including, without limitation, changes in good standing and in full force and effect and free and clear of all liens and encumbrances other than Permitted Lienszoning). None of Borrower, Owner or Neither Borrower nor any tenant or other Person person shall remove, demolish or alter any Building Improvements now existing or hereafter erected on the Collateral Property or any other fixtures, equipment, machinery or personal property Personal Property in or on the Collateral Property except when incident to the replacement of fixtures, equipment, machinery or other personal property Personal Property with items of like kind and valuekind. Borrower shallfurther covenants and agrees that, and shall cause Owner towithout the prior written consent of Lender herein, comply with the asbestos operations and maintenance program in effect as no part of the date hereof (if any) Property shall be declared, or adopted hereafter with respect become the subject of, a condominium under the Maine Condominium Act, as it may be amended or supplemented, or become the subject of any covenants or restrictions, or any planned unit development, or any other type of development that would control or restrict the uses to which the Collateral Land and Improvements may be put or the scheme or arrangement or its development or the design, location or character of its buildings or improvements, or which would impose Obligations or assessments of any type upon any owners or tenants of the Property, and shall, and shall cause Owner to, not discontinue or materially modify such program without Lender’s prior written consent. In upon any other parties who may use or enjoy the event that Borrower or Owner shall remove any asbestos or asbestos-containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of Lender, Borrower shall provide evidence of such compliance to LenderProperty.

Preservation and Maintenance. Borrower shall, and Borrower: (a) shall cause Owner to, (i) not commit waste or permit or commit waste, impairment, impairment or deterioration of the Collateral Property or Property; (b) shall not abandon the Collateral Property; (c) unless Bank directs Borrower in writing to the contrary, (ii) not remove, demolish or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Property to the equivalent of its original condition, or such other condition as Bank may approve in writing, in the event of any damage, injury or loss thereto, to the equivalent Property, whether or not insurance proceeds are available to cover in whole or in part the costs of its condition prior to such damage, injury restoration or loss, or such other condition as Lender may approve in writing, repair; (ivd) shall keep the Collateral Property, including the improvements thereon and any without limitation improvements, fixtures, equipment, machinery and personal property, appliances on the Property in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property appliances on the Collateral Property when necessary to keep such items in good order, repairrepair ordinary wear and tear excepted, and tenantable condition, all of such replacements shall be and are subject to the lien of this Trust Deed; (ve) keep all trademarks, tradenames, servicemarks shall operate and licenses and permits necessary for maintain the use and occupancy of the Collateral Property in good standing compliance with all applicable laws and regulations and in full force a manner to ensure maximum rentals; and (f) shall give notice in writing to Bank of and, unless otherwise directed in writing by Bank, appear in and effect defend any action or proceeding purporting to affect the Property (including, without limitation, matters pertaining to land use, zoning and free Environmental Laws and clear Hazardous Substances and Disabilities Laws as defined below), the security of this Trust Deed or the rights or powers of Bank. "Disabilities Laws" shall mean all liens applicable federal, state and encumbrances other than Permitted Lienslocal laws and regulations related to usability of and accessibility to the Property by people with disabilities. None The term "Disabilities Laws" includes, but is not limited to, the Fair Housing Amendments Act of Borrower, Owner or 1988 and the Americans with Disabilities Act of 1990 and all regulations adopted thereunder. Neither Borrower nor any tenant or nor other Person person, without the written approval of Bank, shall remove, demolish or alter any Building improvement now existing or hereafter in the future erected on the Collateral Property or any other fixtures, equipment, machinery or personal property appliance in or on the Collateral Property and in which Bank has any interest by virtue of this Trust Deed, any security agreement, or any other Loan Document, except when incident to the replacement of fixtures, equipment, machinery or other personal property and appliances with items of like kind and value. Borrower shallkind, and which shall cause Owner to, comply with the asbestos operations and maintenance program in effect as of the date hereof (if any) or adopted hereafter with respect thereupon become subject to the Collateral Property, and shall, and shall cause Owner to, not discontinue or materially modify such program without Lender’s prior written consent. In the event that Borrower or Owner shall remove any asbestos or asbestos-containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request lien of Lender, Borrower shall provide evidence of such compliance to Lenderthis Trust Deed.

Preservation and Maintenance. Borrower shall, and Mortgagor (a) shall cause Owner to, (i) not permit or commit waste, impairment, or deterioration of the Collateral Property or abandon the Collateral Property, (iib) not remove, demolish or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as Lender Collateral Agent may approve in writing, provided that if Collateral Agent shall not release the net insurance proceeds to Mortgagor for such purpose, the Mortgagor's obligation hereunder shall be limited to taking all actions reasonably required to make the remaining portion of the Property safe, in compliance with all applicable laws, ordinances and regulations, and to the extent reasonably possible, economically functional, (ivc) shall keep the Collateral Property, including the improvements thereon Improvements and any fixtures, equipment, machinery and personal propertythe Personal Property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property appliances on the Collateral Property when necessary to keep such items in good order, repair, and tenantable condition, and (vd) keep shall comply with all trademarkslaws, tradenamesordinances, servicemarks regulations and licenses requirements of any governmental body applicable to the Property. Mortgagor covenants and permits necessary for agrees to give Collateral Agent prompt notice of any non-compliance with such laws, ordinances, regulations or requirements and of any notice of non-compliance therewith which it receives or any threatened or pending proceedings in respect thereto or with respect to the use and occupancy of the Collateral Property (including, without limitation, changes in good standing and in full force and effect and free and clear of all liens and encumbrances other than Permitted Lienszoning). None of Borrower, Owner or Neither Mortgagor nor any tenant or other Person person shall remove, demolish or alter any Building Improvements now existing or hereafter erected on the Collateral Property or any other fixtures, equipment, machinery or personal property Personal Property in or on the Collateral Property (i) except when incident to the replacement of fixtures, equipment, machinery or other personal property Personal Property with items of like kind and value. Borrower shallkind, and shall cause Owner to, comply with or (ii) to the asbestos operations and maintenance program in effect as extent the same would impair the structural integrity or value of the date hereof (if any) or adopted hereafter with respect to the Collateral Property, and shall, and shall cause Owner to, not discontinue or materially modify such program without Lender’s prior written consent. In the event that Borrower or Owner shall remove any asbestos or asbestos-containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of Lender, Borrower shall provide evidence of such compliance to Lender.

Preservation and Maintenance. Borrower shall, and Grantor (a) shall cause Owner to, (i) not permit or commit waste, impairment, or deterioration of the Collateral Property or abandon the Collateral Property, (iib) not remove, demolish or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as Lender Collateral Agent may approve in writing, provided that if Collateral Agent shall not release the net insurance proceeds to Grantor for such purpose, the Grantor's obligation hereunder shall be limited to taking all actions reasonably required to make the remaining portion of the Property safe, in compliance with all applicable laws, ordinances and regulations, and to the extent reasonably possible, economically functional, (ivc) shall keep the Collateral Property, including the improvements thereon Improvements and any fixtures, equipment, machinery and personal propertythe Personal Property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property appliances on the Collateral Property when necessary to keep such items in good order, repair, and tenantable condition, and (vd) keep shall comply with all trademarkslaws, tradenamesordinances, servicemarks regulations and licenses requirements of any governmental body applicable to the Property. Grantor covenants and permits necessary for agrees to give Collateral Agent prompt notice of any non-compliance with such laws, ordinances, regulations or requirements and of any notice of non-compliance therewith which it receives or any threatened or pending proceedings in respect thereto or with respect to the use and occupancy of the Collateral Property (including, without limitation, changes in good standing and in full force and effect and free and clear of all liens and encumbrances other than Permitted Lienszoning). None of Borrower, Owner or Neither Grantor nor any tenant or other Person person shall remove, demolish or alter any Building Improvements now existing or hereafter erected on the Collateral Property or any other fixtures, equipment, machinery or personal property Personal Property in or on the Collateral Property (i) except when incident to the replacement of fixtures, equipment, machinery or other personal property Personal Property with items of like kind and value. Borrower shallkind, and shall cause Owner to, comply with or (ii) to the asbestos operations and maintenance program in effect as extent the same would impair the structural integrity or value of the date hereof (if any) or adopted hereafter with respect to the Collateral Property, and shall, and shall cause Owner to, not discontinue or materially modify such program without Lender’s prior written consent. In the event that Borrower or Owner shall remove any asbestos or asbestos-containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of Lender, Borrower shall provide evidence of such compliance to Lender.

Preservation and Maintenance. (a) The Borrower shall, and shall cause Owner to, (i) shall not permit or commit waste, impairment, or deterioration of the Collateral Mezzanine Property or permit the Property Owner to abandon the Collateral Mezzanine Property, (ii) not remove, demolish or structurally alter or permit or suffer shall cause the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) Property Owner to restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Mezzanine Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as Lender the Agent may approve in writing, (iviii) shall cause the Property Owner to keep the Collateral Mezzanine Property, including the improvements thereon Building and any fixtures, equipment, machinery and personal property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property on the Collateral Mezzanine Property when necessary to keep such items in good order, repair, and tenantable condition, and (viv) shall cause Property Owner to keep all trademarks, tradenames, servicemarks and licenses and permits necessary for the use and occupancy of the Collateral Mezzanine Property in good standing and in full force and effect and free and clear effect. Subject to the provisions of all liens and encumbrances other than Permitted Liens. None of Section 7.23(b) below, neither the Borrower, the Property Owner or nor any tenant or other Person shall remove, demolish or alter any Building now existing or hereafter erected on the Collateral Mezzanine Property or any other fixtures, equipment, machinery or personal property in or on the Collateral Mezzanine Property except when incident to the replacement of fixtures, equipment, machinery or other personal property with items of like kind and value. The Borrower shall, and shall cause the Property Owner to, to comply with the asbestos operations and maintenance program in effect as of the date hereof (if any) or adopted hereafter with respect to the Collateral any new Mortgaged Property, and shall, and shall cause not permit the Property Owner to, not to discontinue or materially modify such program without Lender’s the Agent's prior written consent. In the event that Borrower or the Property Owner shall remove any asbestos or asbestos-asbestos- containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of Lenderthe Agent, the Borrower shall provide evidence of such compliance to Lenderthe Agent. (b) Provided that no Event of Default shall have occurred and be continuing hereunder, the Borrower may permit the Property Owner to undertake any alteration, improvement, demolition or removal of the Mezzanine Property or any portion thereof (an "Alteration") so long as such Alteration (i) is performed strictly in compliance with the terms and conditions of the Nomura Mortgages and the other Mezzanine Mortgage Loan Documents, (ii) is permitted by the Leases for such Mezzanine Property, (iii) shall not materially adversely affect the value of the applicable Mezzanine Property or materially reduce the income from the level available immediately prior to commencement of such Alteration, and (iv) shall not have a material adverse effect on the ability of the Property Owner to perform its obligations under the Mezzanine Mortgage Loan Documents and the Leases for the Mezzanine Property or of the Borrower to perform its obligations under the Loan Documents. Any other Alteration shall require the prior written consent of the Agent, such consent not to be unreasonably withheld or delayed. All work performed in connection with any Alteration shall be performed in accordance with all applicable laws. The Borrower shall cause the Property Owner to provide to the Agent such evidence as the Agent may reasonably require to evidence the Property Owner's compliance with the terms of the Mezzanine Mortgage Loan Documents and this Agreement in connection with any Alteration.

Preservation and Maintenance. Borrower shall, and (a) shall cause Owner to, (i) not permit or commit waste, impairment, or deterioration of the Collateral any Property or abandon the Collateral any Property, (iib) not remove, demolish or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral any Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as Lender may approve in writing, which approval shall not be unreasonably withheld, delayed or denied, (ivc) shall keep the Collateral Property, including the improvements thereon Improvements and any fixtures, equipment, machinery and personal propertythe Personal Property, in good order, repair and tenantable condition (subject to ordinary meaning in the same condition as now or better), reasonable wear and teartear and casualty excepted, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property on the Collateral Personal Property when necessary to keep such items in good order, repair, and tenantable conditioncondition (meaning in the same condition as now or better),, and (vd) keep shall comply in all trademarksmaterial respects with all laws, tradenamesordinances, servicemarks regulations and licenses requirements of any governmental body applicable to the Property. Borrower covenants and permits necessary for the use agrees to give Xxxxxx prompt notice of any non-compliance with such laws, ordinances, regulations or requirements of which it is actually aware and occupancy of the Collateral any notice of non-compliance therewith which it receives or any written threatened or pending proceedings in respect thereto or with respect to any Property (including, without limitation, changes in good standing and in full force and effect and free and clear of all liens and encumbrances other than Permitted Lienszoning). None of Borrower, Owner or Neither Borrower nor any tenant or other Person person shall remove, demolish or alter any Building Improvements now existing or hereafter erected on the Collateral any Property or any other fixtures, equipment, machinery or personal property Personal Property in or on the Collateral any Property except when incident to the replacement of fixtures, equipment, machinery or other personal property Personal Property with items of like kind and value. Borrower shallkind, and shall cause Owner to, comply or with the asbestos operations and maintenance program in effect as of the date hereof (if any) or adopted hereafter with respect to the Collateral Property, and shall, and shall cause Owner to, not discontinue or materially modify such program without Lender’s prior written consent. In the event that Borrower approval, which approval shall not be unreasonably withheld, delayed or Owner shall remove any asbestos or asbestos-containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of Lender, Borrower shall provide evidence of such compliance to Lenderdenied.

Preservation and Maintenance. Borrower shall, and shall cause Owner to, (i) not permit or commit waste, impairment, or deterioration of the Collateral Property or abandon the Collateral Property, (ii) not remove, demolish or materially or structurally alter or permit or suffer the removal, demolition or material or structural alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as Lender may approve in writing, (iv) keep the Collateral Property, including the improvements thereon and any fixtures, equipment, machinery and personal property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property on the Collateral Property when necessary to keep such items in good order, repair, and tenantable condition, and (v) keep all trademarks, tradenames, servicemarks and licenses and permits necessary for the use and occupancy of the Collateral Property in good standing and in full force and effect and free and clear of all liens and encumbrances other than Permitted Liens. None of Borrower, Owner or any tenant or other Person shall remove, demolish or alter any Building now existing or hereafter erected on the Collateral Property or any other fixtures, equipment, machinery or personal property in or on the Collateral Property except when incident to the replacement of fixtures, equipment, machinery or other personal property with items of like kind and value. Borrower shall, and shall cause Owner to, comply with the asbestos operations and maintenance program in effect as of the date hereof (if any) or adopted hereafter with respect to the Collateral Property, and shall, and shall cause Owner to, not discontinue or materially modify such program without Lender’s prior written consent. In the event that Borrower or Owner shall remove any asbestos or asbestos-containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of Lender, Borrower shall provide evidence of such compliance to Lender.

Preservation and Maintenance. 1. Borrower shall, and shall cause Owner to, (i) shall not permit or commit waste, impairment, or deterioration of the Collateral Mortgaged Property or permit Property Owner to abandon the Collateral Mortgaged Property, (ii) not remove, demolish or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) cause Property Owner to restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Mortgaged Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as Lender the Agent may approve in writing, (iviii) shall cause Property Owner to keep the Collateral Mortgaged Property, including the improvements thereon Building and any fixtures, equipment, machinery and personal property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property on the Collateral Mortgaged Property when necessary to keep such items in good order, repair, and tenantable condition, and (viv) shall cause Property Owner to keep all trademarks, tradenames, servicemarks and licenses and permits necessary for the use and occupancy of the Collateral Mortgaged Property in good standing and in full force and effect and free and clear of all liens and encumbrances other than Permitted Lienseffect. None of Neither the Borrower, Property Owner or nor any tenant or other Person shall remove, demolish or alter any Building now existing or hereafter erected on the Collateral Mortgaged Property or any other fixtures, equipment, machinery or personal property in or on the Collateral Mortgaged Property except when incident to the replacement of fixtures, equipment, machinery or other personal property with items of like kind and value. The Borrower shall, and shall cause the Property Owner to, to comply with the asbestos operations and maintenance program in effect as of the date hereof (if any) or adopted hereafter with respect to the Collateral Property, and shallhereof, and shall cause not permit the Property Owner to, not to discontinue or materially modify such program without Lender’s the Agent's prior written consent. In the event that Borrower or the Property Owner shall remove any asbestos or asbestos-containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of Lenderthe Agent, the Borrower shall provide evidence of such compliance to Lenderthe Agent. 2. Provided that no Event of Default shall have occurred and be continuing hereunder, the Borrower may permit the Property Owner to undertake any alteration, improvement, demolition or removal of Mortgaged Property or any portion thereof (an "Alteration") so long as such Alteration (i) is performed strictly in compliance with the terms and conditions of the Mortgage and the other Mortgage Loan Documents, (ii) is permitted by the Leases, (iii) shall not materially adversely effect the value of the Mortgaged Property taken as a whole or materially reduce the income from the level available immediately prior to commencement of such Alteration, (iv) shall not have a material adverse effect on the ability of the Property Owner to perform its obligations under the Mortgage Loan Documents and the Leases or of the Borrower to perform its obligations under the Loan Documents, and (v) was approved as a part of the current Approved Budget (or is otherwise permitted in Section 7.15) or is required pursuant to the terms of the Mortgage Cash Collateral Agreement. Any other Alteration shall require the prior written consent of the Agent, such consent not to be unreasonably withheld or delayed. All work performed in connection with any Alteration shall be performed in accordance with all applicable laws. The Borrower shall cause the Property Owner to provide to the Agent such evidence as the Agent may reasonably require to evidence the Property Owner's compliance with the terms of the Mortgage and this Agreement in connection with any Alteration.

Preservation and Maintenance. Borrower shall, and shall cause Owner to, (i) not permit or commit waste, impairment, or deterioration of the Collateral Property or abandon the Collateral Property, (ii) not remove, demolish or structurally alter or permit or suffer the removal, demolition or alteration of any Building except with the prior written consent of Lender, which consent shall not be unreasonably withheld, delayed or conditioned, (iii) restore or repair promptly and in a good and workmanlike manner all or any part of the Collateral Property in the event of any damage, injury or loss thereto, to the equivalent of its condition prior to such damage, injury or loss, or such other condition as Lender may approve in writing, (iv) keep the Collateral Property, including the improvements thereon and any fixtures, equipment, machinery and personal property, in good order, repair and tenantable condition (subject to ordinary wear and tear, casualty and condemnation) and shall replace fixtures, equipment, machinery and personal property on the Collateral Property when necessary to keep such items in good order, repair, and tenantable condition, and (v) keep all trademarks, tradenames, servicemarks and licenses and permits necessary for the use and occupancy of the Collateral Property in good standing and in full force and effect and free and clear of all liens and encumbrances other than Permitted Liens. None of Borrower, Owner or any tenant or other Person shall remove, demolish or alter any Building now existing or hereafter erected on the Collateral Property or any other fixtures, equipment, machinery or personal property in or on the Collateral Property except when incident to the replacement of fixtures, equipment, machinery or other personal property with items of like kind and value. Borrower shall, and shall cause Owner to, comply with the asbestos operations and maintenance program in effect as of the date hereof (if any) or adopted hereafter with respect to the Collateral Property, and shall, and shall cause Owner to, not discontinue or materially modify such program without Lender’s prior written consent. In the event that Borrower or Owner shall remove any asbestos or asbestos-asbestos- containing materials after the date hereof, such removal shall be performed in accordance with all applicable laws and, upon the request of Lender, Borrower shall provide evidence of such compliance to Lender.