Common use of Repairs; Maintenance and Compliance Clause in Contracts

Repairs; Maintenance and Compliance. Borrower and Leasehold Pledgor shall at all times cause Owner and Operating Lessee to maintain, preserve and protect all franchises and trade names, and Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to cause each Individual Property to be maintained in a good and safe condition and repair and shall not remove, demolish or alter the Improvements or Equipment (except for alterations performed in accordance with Section 4.12.2 below and normal replacement of Equipment with Equipment of equivalent value and functionality). Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to promptly comply with all Legal Requirements and immediately cure properly any violation of a Legal Requirement. Borrower and Leasehold Pledgor shall (or cause Owner or Operating Lessee to) promptly notify Lender in writing after Borrower or Leasehold Pledgor first receives notice of any such non-compliance. Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to promptly repair, replace or rebuild any part of any Individual Property that becomes damaged, worn or dilapidated (subject to Article V) and shall complete and pay for any Improvements at any time in the process of construction or repair. Borrower and Leasehold Pledgor acknowledge and agree that, with respect to any Individual Properties that have fewer parking spaces than are required under the applicable zoning regulations, (a) each such Individual Property could be brought into compliance with the applicable zoning regulations with respect to parking count solely by restriping the parking lot(s) and/or parking garage(s) located at such Individual Property and (b) Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to bring each such Individual Property into compliance with applicable zoning regulations with respect to parking count promptly following the request by any Governmental Authority to do so.

Repairs; Maintenance and Compliance. Borrower and Leasehold Pledgor shall at all times cause Owner and Operating Lessee to maintain, preserve and protect all franchises and trade names, and Borrower and Leasehold Pledgor Borrowers shall cause Owner and Operating Lessee to cause each Individual Property the Properties to be maintained in a good and safe condition and repair and shall not remove, demolish or alter the Improvements or Equipment (except for alterations performed in accordance with Section 4.12.2 5.4.2 below and normal replacement of Equipment with Equipment of equivalent value and functionality), provided that equipment which is obsolete or no longer needed shall not be required to be replaced. Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to promptly comply or cause compliance with all Legal Requirements related to the Properties (including but not limited to municipal, state and immediately federal laws) and cure properly (or cause to be cured) any violation of a Legal Requirement. Borrower Requirement related to the Properties (including but not limited to municipal, state and Leasehold Pledgor shall (or cause Owner or Operating Lessee tofederal laws) promptly after becoming aware of such violation. Borrowers also hereby covenant and agree that they shall not commit, permit or consent to exist any illegal commercial activities or commercial activities relating to controlled substances at the Property (including, without limitation, any growing, distributing and/or dispensing of marijuana for commercial purposes, medical or otherwise for so long as the foregoing is a violation of a Legal Requirement of any applicable Governmental Authority). Borrowers shall notify Lender in writing within two (2) Business Day after any Borrower or Leasehold Pledgor first receives notice of any such non-compliancecompliance with Legal Requirements. Borrower and Leasehold Pledgor Borrowers shall cause Owner and Operating Lessee to promptly repair, replace or rebuild (or cause to be repaired, replaced or rebuilt) any part of any Individual Property that becomes damaged, worn or dilapidated (subject to Article V) and shall complete and pay for any Improvements at any time in the process of construction or repair. Borrowers shall cause the 200 Riverside Condo Association to timely renew the temporary certificate of occupancy affecting the 200 Riverside Property and at all times keep a temporary certificate of occupancy in effect permitting the legal use, occupancy and operation of the 200 Property until a permanent certificate of occupancy permitting the legal use, occupancy and operation of the entire 200 Riverside Property is duly issued by the City of New York. Notwithstanding the foregoing, Borrowers may defer compliance with a Legal Requirement pending a Borrower’s contest thereof; provided that (1) such Borrower is permitted by the applicable Legal Requirement to delay compliance therewith pending such proceedings, (2) neither the affected Property nor any part thereof or interest therein will be sold, forfeited, or lost if Borrower fails to promptly comply with the Legal Requirement being contested, and Leasehold Pledgor acknowledge and agree thatif Borrower fails to prevail in such contest, Borrower would thereafter have the opportunity to comply with respect such Legal Requirement, (3) Lender would not, by virtue of such permitted contest, be exposed to any Individual Properties risk of any civil liability, or to any risk of criminal liability, and neither the Property nor any interest therein would be subject to the imposition of any Lien for which Borrower has not furnished additional security as provided in clause (4) below, as a result of the failure to comply with such Legal Requirement (4) Borrowers shall have furnished to Lender additional security in respect of the Legal Requirement being contested and the loss or damage that have fewer parking spaces would reasonably be expected to result from such Borrower’s failure to prevail in such contest in such amount as may be reasonably requested by Lender but in no event greater than are one hundred twenty-five percent (125%) of the cost of complying with such Legal Requirement and any loss or damage that may result from such Borrower’s failure to prevail in such contest (or such greater amount as may be required under the by any applicable zoning regulations, (agovernmental authority) each such Individual Property could be brought into compliance with the applicable zoning regulations with respect to parking count solely by restriping the parking lot(s) and/or parking garage(s) located at such Individual Property and (b5) Borrower the payment of any sums required to be paid under this Agreement and Leasehold Pledgor the other Loan Documents shall cause Owner and Operating Lessee to bring each such Individual Property into compliance not be interfered with applicable zoning regulations with respect to parking count promptly following the request by any Governmental Authority to do soor otherwise affected.

Repairs; Maintenance and Compliance. Borrower and Leasehold Pledgor shall at all times cause Owner and Operating Lessee to maintain, preserve and protect all franchises and trade names, and Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to cause each Individual Property to be maintained in a good and safe condition and repair and shall not remove, demolish or alter the Improvements or Equipment (except for alterations performed in accordance with Section 4.12.2 below and normal replacement of Equipment with Equipment of equivalent value and functionality). Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to promptly comply with all Legal Requirements and immediately cure properly any violation of a Legal Requirement. Borrower and Leasehold Pledgor shall (or cause Owner or Operating Lessee to) promptly notify Lender in writing after Borrower or Leasehold Pledgor first receives notice of any such non-compliance. Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to promptly repair, replace or rebuild any part of any Individual Property that becomes damaged, worn or dilapidated (subject to Article V) and shall complete and pay for any Improvements at any time in the process of construction or repair. Borrower and Leasehold Pledgor acknowledge and agree that, with respect to any Individual Properties that have fewer parking spaces than are required under the applicable zoning regulations, (a) each such Individual Property could be brought into compliance with the applicable zoning regulations with respect to parking count solely by restriping the parking lot(s) and/or parking garage(s) located at such Individual Property and (b) Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to bring each such Individual Property into compliance with applicable zoning regulations with respect to parking count promptly following the request by any Governmental Authority to do so.. -80- Mezzanine Loan Agreement

Repairs; Maintenance and Compliance. Borrower and Leasehold Pledgor shall at all times cause Owner and Operating Lessee to maintain, preserve and protect all franchises and trade names, and Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to cause each Individual Property to be maintained in a good and safe condition and repair and shall not remove, demolish or alter the Improvements or Equipment (except for alterations performed in accordance with Section 4.12.2 below and normal replacement of Equipment with Equipment of equivalent value and functionality). Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to promptly comply with all Legal Requirements and immediately cure properly any violation of a Legal Requirement. Borrower and Leasehold Pledgor shall (or cause Owner or Operating Lessee to) promptly notify Lender in writing after Borrower or Leasehold Pledgor first receives notice of any such non-compliance. Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to promptly repair, replace or rebuild any part of any Individual Property that becomes damaged, worn or dilapidated (subject to Article V) and shall complete and pay for any Improvements at any time in the process of construction or repair. Borrower and Leasehold Pledgor acknowledge and agree that, with respect to any Individual Properties that have fewer parking spaces than are required under the applicable zoning regulations, (a) each such Individual Property could be brought into compliance with the applicable zoning regulations with respect to parking count solely by restriping the parking lot(s) and/or parking garage(s) located at such Individual Property and (b) Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to bring each such Individual Property into compliance with applicable zoning regulations with respect to parking count promptly following the request by any Governmental Authority to do so.. -101- Mezzanine B Loan Agreement

Repairs; Maintenance and Compliance. Borrower and Leasehold Pledgor Operating Lessee Owner shall, or shall cause Mortgage Borrower and Operating Lessee to, at all times cause Owner and Operating Lessee to maintain, preserve and protect all franchises and trade namesnames owned by Borrower, Operating Lessee Owner and the Mortgage Loan Parties, and Borrower and Leasehold Pledgor shall cause Owner and (or shall cause Operating Lessee Owner or the Mortgage Loan Parties to cause each Individual cause) the Property to be maintained in a good and safe condition and repair and shall not, and shall not permit Operating Lessee Owner or any Mortgage Loan Party to, remove, demolish or alter the Improvements or Equipment (except for the PIP Project performed in accordance with this Agreement, alterations performed in accordance with Section 4.12.2 below 5.3.2 and Section 5.3.2 of the Mortgage Loan Agreement and normal replacement of Equipment with Equipment of equivalent value and functionality). Borrower and Leasehold Pledgor shall promptly comply (or shall cause Owner and Operating Lessee Owner or the Mortgage Loan Parties to promptly comply comply) with all Legal Requirements and immediately promptly cure properly any violation of a Legal Requirement. Borrower and Leasehold Pledgor shall notify (or shall cause Operating Lessee Owner or Operating Lessee tothe Mortgage Loan Parties to notify) promptly notify Lender in writing within five (5) Business Days after Borrower or Leasehold Pledgor any of them first receives notice of any such non-–compliance. Borrower and Leasehold Pledgor shall promptly repair, replace or rebuild (or shall cause Owner and Operating Lessee Owner or the Mortgage Loan Parties to promptly repair, replace or rebuild rebuild) any part of any Individual the Property that becomes damaged, worn or dilapidated (subject to Article V) and shall complete and pay (or shall cause Operating Lessee Owner or the Mortgage Loan Parties to complete and pay) for any Improvements at any time in the process of construction or repair. Borrower and Leasehold Pledgor acknowledge and agree that, with respect to any Individual Properties that have fewer parking spaces than are required under the applicable zoning regulations, (a) each such Individual Property could be brought into compliance with the applicable zoning regulations with respect to parking count solely by restriping the parking lot(s) and/or parking garage(s) located at such Individual Property and (b) Borrower and Leasehold Pledgor shall cause Owner and Operating Lessee to bring each such Individual Property into compliance with applicable zoning regulations with respect to parking count promptly following the request by any Governmental Authority to do so.Alterations