Common use of Right to Contest Clause in Contracts

Right to Contest. Notwithstanding anything to the contrary in this Agreement, FirstWorld shall have the right to contest, at its sole expense, by appropriate legal proceedings diligently conducted in good faith, the amount or validity of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contest, provided that such deferral does not subject any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not be required to join in any such contest proceedings unless such proceedings must be brought in the name of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings to the extent it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) as has been finally determined in such proceedings to be due, together with any costs, interest, penalties or other liabilities in connection with such Imposition.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in this Agreementevent Lessor receives a tax xxxx, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said xxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $50,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above-described item or lien with respect thereto, including, without limitation, the amount or validity or application, in whole or in part, of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestitem, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority, Lessee posts a bond or takes other steps acceptable to such taxing authority that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything to the contrary in this Agreement, FirstWorld shall have the right to contest, at its sole expense, by appropriate legal proceedings diligently conducted in good faith, the amount or validity of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit the Leased Premises for purposes of real estate and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contest, provided that such deferral does not subject any portion of the Leased Premises or the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not be required to join in any such contest proceedings unless such proceedings must be brought in the name of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings to the extent it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) as has been finally determined in such proceedings to be due, together with any costs, interest, penalties or other liabilities in connection with such Imposition.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Tenant shall provide Landlord with evidence reasonably satisfactory to Landlord that taxes and assessments have been timely paid by Tenant. Tenant shall make arrangements with the contrary county assessor or other tax collector with respect to each Property to have bills for Real Estate Taxes sent directly to Tenant. In the event Landlord receives a Real Estate Tax xxxx, Landlord shall endeavor to forward said xxxx to Tenant within five (5) Business Days of Landlord’s receipt thereof but failure of Landlord to deliver any such xxxx shall in no way reduce or diminish Tenant’s obligations to pay such Real Estate Taxes or other taxes, charges and assessments contemplated by this Agreement, FirstWorld shall have the right Lease or render Landlord liable to contestTenant in any regard. Tenant may, at its sole own expense, contest or cause to be contested, by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above-described item or lien with respect thereto, including, without limitation, the amount or validity or application, in whole or in part, of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestitem, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default has occurred and is continuing or occurs at any time during the pendency of such contest proceedings unless such proceedings must be brought (in the name of Irvine, provided however, that Irvine which event Tenant shall have the right to participate pay all contested taxes in any such proceedings full together with all interest and penalties then due); (iii) if and to the extent required by the applicable taxing authority or applicable Legal Requirements, Tenant pays all or such contested taxes that are required to be paid as a condition to contesting such taxes and posts a bond or takes other steps acceptable to such taxing authority that removes such lien or stays enforcement thereof; (iv) Tenant shall promptly provide Landlord with copies of all notices received or delivered by Tenant and filings made by Tenant in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Tenant to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Landlord shall at the request of Tenant, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Landlord shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Tenant shall provide Landlord with evidence reasonably satisfactory to Landlord that taxes and assessments have been timely paid by Tenant. In the contrary in this Agreementevent Landlord receives a tax xxxx, FirstWorld Landlord shall have the right use commercially reasonable efforts to contestforward said xxxx to Tenant within thirty (30) days of Landlord’s receipt thereof. Tenant may, at its sole own expense, contest or cause to be contested by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above-described item or lien with respect thereto, provided that (i) neither the amount Property nor any interest therein would be in any danger of being sold, forfeited or validity lost by reason of any Imposition such proceedings; (ii) no Event of Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority or Landlord, Tenant posts a bond or takes other tax steps acceptable to such taxing authority that removes such lien or fee and stays enforcement thereof or, in the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer event the applicable taxing authority has not received payment of the contested amount pending taxes or required posting of a bond, Tenant provides Landlord a deposit or reasonably acceptable financial instrument as collateral for the outcome payment of the disputed taxes and assessments if required by Landlord; (iv) each Tenant and Landlord shall promptly provide the other with copies of all notices received or delivered by to either party and filings made by Tenant in connection with such proceeding; and (v) upon termination of such contestproceedings, provided that such deferral does not subject any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not be required to join in any such contest proceedings unless such proceedings must be brought in the name of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings to the extent it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Tenant to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Landlord shall at the request of Tenant, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Landlord shall incur no material cost or obligation thereby. Nothing contained herein shall limit or restrict Landlord from contesting (or controlling, with counsel of its own choosing, any contestation of) any real estate tax or assessment matter pertaining to the Property if Landlord so elects (but without any obligation to do so).

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence 4849-3174-9992.2 STORE/Synalloy A&R Master Lease Agreement 7 Properties in OH, PA, SC, TN and TX File No. 7210/02-475 reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in this Agreementevent Lessor receives a tax xxxx, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said xxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above‑described item or lien with respect thereto, including, without limitation, the amount or validity of any Imposition or other tax application, in whole or fee and the valuationin part, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestitem, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in this Agreementevent Lessor receives a tax xxxx, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said xxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, the amount any above‑described item or validity of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestlien with respect thereto, provided that such deferral does not subject (i) neither the Property nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in this Agreementevent Lessor receives a tax xxxx, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said xxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, the amount any above-described item or validity of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestlien with respect thereto, provided that such deferral does not subject (i) neither the Property nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (i) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything In the event Walgreens shall not be in compliance with the terms of the Walgreens Lease obligating Walgreens to undertake the contrary in this Agreementpayment of Taxes and Other Charges assessed or imposed against the Property, FirstWorld shall have the right after prior written notice to contestLender, Borrower, at its sole own expense, may contest by appropriate legal proceedings diligently proceeding, promptly initiated and conducted in good faithfaith with due diligence, the amount or validity or application in whole or in part of any Imposition of the Taxes or Other Charges, provided that: (i) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid tl1e disputed amounts in full under protest, Borrower shall deposit with Lender cash (or other tax security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or fee Other Charges together with interest and the valuationpenalties thereon, assessment or reassessment if any, provided that after a Securitization, one hundred twenty-five percent (whether proposed or final125%) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays the outcome amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's judgment, the entitlement of such contestclaimant is established, provided that such deferral does not subject any portion of the Conduit or any other right or asset of Irvineand, to the extent the security posted by Borrower "'with Lender is insufficient to pay the full amount due (including, without limitation, any risk of forfeiture penalties or Irvine to any risk of criminal liabilityinterest thereon), Borrower shall be liable for the deficiency. Irvine If Lender pays the deficiency (which Lender shall not be required obligated to join in any such contest proceedings unless such proceedings must be brought in do), the name of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings to the extent it determines that such participation is necessary or appropriate to protect its interests, and Irvine amount paid by Lender shall be entitled added to be reimbursed by FirstWorld upon demand for legal fees incurred by it principal, shall bear interest at the Default Rate until paid in participating in any full and payment of such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld amounts shall be entitled secured by the Security Instrument and other collateral given to any refund of any contested amount (and penalties and interest paid by FirstWorld) to secure the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) as has been finally determined in such proceedings to be due, together with any costs, interest, penalties or other liabilities in connection with such ImpositionLoan.

Right to Contest. Notwithstanding anything to the contrary in this Agreement, FirstWorld Mortgagor shall have the right to contest, at its sole expense, by appropriate legal proceedings diligently conducted contest in good faith, faith the validity or amount or validity of any Imposition tax assessment or other tax lien arising from any work performed at or fee and materials furnished to the valuationpremises which right, however, is conditional upon (i) such contest having the effect of preventing the collection of the tax, assessment or reassessment lien so contested and the sale or forfeiture of the premises or any part thereof or interest therein to satisfy the same, (whether proposed ii) Mortgagor giving Mortgagee written notice of its intention to contest the same in a timely manner, which, with respect to any contested tax or finalassessment, shall mean before any such tax, assessment or lien has been increased by any penalties or costs, and with respect to any contested mechanic's lien claim, shall mean within thirty (30) days after Mortgagor receives actual notice of the filing thereof, (iii) Mortgagor making and thereafter maintaining with Mortgagee or such other depository as Mortgagee may designate, a deposit of cash (or United States government securities, in discount form, or other security as may, in Mortgagee's sole discretion, be acceptable to Mortgagee, and in either case having a present value equal to the amount herein specified) in an amount no less than One Hundred Fifty Percent (150%) of FirstWorldthe amount which, in Mortgagee's property reasonable opinion, determined from time to time, shall be sufficient to pay in full such contested tax, assessment or any Conduit for purposes lien and penalties, costs and interest that may become due thereon in the event of real and personal property taxes. FirstWorld may defer payment of a final determination thereof adverse to Mortgagor or in the contested amount pending the outcome of such contest, provided that such deferral does not subject any portion of the Conduit or any other right or asset of Irvine, event Mortgagor fails to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not be required to join in any prosecute such contest proceedings unless such proceedings must be brought as herein required, or in the name of Irvinelieu thereof, provided however, that Irvine shall have the right Mortgagor providing to participate in any such proceedings to the extent it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) as has been finally determined in such proceedings to be due, together with any costs, interest, penalties or other liabilities in connection with such Imposition.Mortgagee title insurance over

Right to Contest. Notwithstanding anything If requested by Lessor, within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in this Agreementevent Lessor receives a tax xxxx, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said xxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above-described item or lien with respect thereto, including, without limitation, the amount or validity or application, in whole or in part, of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestitem, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred which is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything to the contrary in this Agreement, FirstWorld The Borrower Parties shall have the right to contest, at its sole expense, by appropriate legal proceedings diligently conducted in good faith, contest the amount or validity of any Imposition Imposition, Legal Requirement, Insurance Requirement, Environmental Obligation, lien, attachment, levy, encumbrance, charge or other tax claim (collectively, “Claims”) as to the Properties, by appropriate legal proceedings, conducted in good faith and with due diligence, provided that (a) the foregoing shall in no way be construed as relieving, modifying or fee and extending the valuationBorrower Parties’ obligation to pay any Claims as finally determined, assessment or reassessment (whether proposed or finalb) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment no part of the contested amount pending affected Property shall be in any immediate danger of sale, forfeiture, attachment or loss, and (c) the outcome of Borrower Parties shall indemnify and hold harmless Lender from and against any cost, claim, damage, penalty or reasonable expense, including reasonable attorneys’ fees, incurred by the Lender in connection therewith or as a result thereof. Lender agrees to join in any such proceedings if required legally to prosecute such contest, provided that such deferral does Lender shall not subject thereby be subjected to any portion liability therefor (including, without limitation, for the payment of any costs or expenses in connection therewith) unless the Conduit or any other right or asset of Irvineapplicable Borrower Party agrees by agreement in form and substance reasonably satisfactory to Lender, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not be required to join in any such contest proceedings unless such proceedings must be brought in the name of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings assume and indemnify Lender with respect to the extent it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceedingsame. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld The Borrower Parties shall be entitled to any refund of any contested amount (Claims and such charges and penalties and or interest thereon which have been paid by FirstWorld) such Guarantor or paid by Lender to the extent that Lender has been fully reimbursed by such refund is of amounts previously Guarantor. If the Borrower Parties shall fail (x) to pay or cause to be paid by FirstWorld with regard any Claims when finally determined, (y) to provide reasonable security therefor or (z) to prosecute or cause to be prosecuted any such contest diligently and in good faith, Lender may, upon reasonable notice to such contested amountGuarantor (which notice shall not be required if Lender shall reasonably determine that the same is not practicable), whether pay such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) as has been finally determined in such proceedings to be duecharges, together with any costsinterest and penalties due with respect thereto, interestand the Borrower Parties shall reimburse Lender therefor, penalties or other liabilities in connection with such Impositionupon demand, as Additional Charges.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Xxxxxx. In the contrary in event Xxxxxx receives a tax bill, Lessor shall forward said bill to Lessee within fifteen (15) days of Xxxxxx’s receipt thereof; provided, however, Xxxxxx’s failure to forward said bill shall not constitute a default by Lessor under this Agreement, FirstWorld shall have the right to contestLease. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above-described item or lien with respect thereto or the amount or validity assessed valuation of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestProperties, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Xxxxxx and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall, at the request of Xxxxxx, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything In the event Walgreens shall not be in compliance with the tenns of the Walgreens Lease obligating Walgreens to undertake the contrary in this Agreementpayment of Taxes and Other Charges assessed or imposed against the Prope1iy, FirstWorld shall have the right after prior written notice to contestLender, Borrower, at its sole own expense, may contest by appropriate legal proceedings diligently proceeding, promptly initiated and conducted in good faithfaith with due diligence, the amount or validity or application in whole or in part of any Imposition of the Taxes or Other Charges, provided that: (i) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid the disputed amounts in full under protest, Borrower shall deposit with Lender cash (or other tax security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or fee Other Charges together with interest and the valuationpenalties thereon, assessment or reassessment if any, provided that after a Securitization, one hundred twenty-five percent (whether proposed or final125%) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays the outcome amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's judgment, the entitlement of such contestclaimant is established, provided that such deferral does not subject any portion of the Conduit or any other right or asset of Irvineand, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any risk of forfeiture penalties or Irvine to any risk of criminal liabilityinterest thereon), Borrower shall be liable for the deficiency. Irvine If Lender pays the deficiency (which Lender shall not be required obligated to join in any such contest proceedings unless such proceedings must be brought in do), the name of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings to the extent it determines that such participation is necessary or appropriate to protect its interests, and Irvine amount paid by Lender shall be entitled added to be reimbursed by FirstWorld upon demand for legal fees incurred by it principal, shall bear interest at the Default Rate until paid in participating in any full and payment of such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld amounts shall be entitled secured by the Security Instrument and other collateral given to any refund of any contested amount (and penalties and interest paid by FirstWorld) to secure the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) as has been finally determined in such proceedings to be due, together with any costs, interest, penalties or other liabilities in connection with such ImpositionLoan.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in this Agreementevent Lessor receives a tax bxxx, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said bxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above-described item or lien with respect thereto, including, without limitation, the amount or validity or application, in whole or in part, of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestitem, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the execution of any instruments or documents necessary in connection with such Imposition.contest or proceedings, but Lessor shall incur no cost or obligation thereby. 4817-7336-4078.5 STORE/Fat Patty's Master Lease Agreement 4 Properties in KY and WV File No. 7210 /02-629.1

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in this Agreementevent Lessor receives a tax xxxx, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said xxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s 4837-1132-0135.14 STORE / RT Logic (Kratos) Lease Agreement (New Building Area) File No.: 7210/02-525.1 determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, the amount any above‑described item or validity of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestlien with respect thereto, provided that such deferral does not subject (i) neither the Property nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything to the contrary in this Operating Property Agreement, FirstWorld SNA shall have the right to contest, at its sole expense, by appropriate legal proceedings diligently conducted in good faith, the amount or validity of any Imposition or other tax or fee and fee; the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit the Leased Property for purposes of real and personal property estate taxes; or the validity of any Applicable Law or the application of any Applicable Law to the Leased Property. FirstWorld SNA may defer payment of the contested amount or compliance with the contested Applicable Law or performance of any other contested obligation pending the outcome of such contest, provided that such deferral does not subject any portion of the Conduit or any other right or asset of Irvine, Leased Property to any material risk of imminent forfeiture or Irvine the City to any material risk of criminal liability. Irvine The City shall not be required to join in any such contest proceedings unless an Applicable Law shall require that such proceedings must be brought in the name of Irvinethe City. In such case, provided however, that Irvine shall have the right to participate in any such proceedings subject to the extent it determines that such participation is necessary or appropriate to protect its interestsapproval of the City Council, and Irvine shall be entitled to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine the City shall cooperate with FirstWorld SNA so as to permit to such proceedings to be brought in Irvinethe City's name. FirstWorld SNA shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld SNA shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorldSNA) to the extent such refund is based upon SNA's prior overpayment of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Operating Property Agreement. Upon termination of FirstWorldSNA's contest of any amount, FirstWorld SNA shall pay the amount (if any) as has been finally determined in such proceedings to be due, together with any costs, interest, penalties or other liabilities in connection with such Imposition. Upon final termination of SNA's contest of an Applicable Law, SNA shall comply with such final determination. SNA's right to contest any amount or the valuation, assessment or reassessment of the Leased Property for tax purposes shall be to the exclusion of the City, and the City shall have no right to contest the foregoing without SNA's consent, not to be unreasonably withheld.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in this Agreementevent Lessor receives a tax xxxx, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said xxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above‑described item or lien with respect thereto, including, without limitation, the amount or validity of any Imposition or other tax application, in whole or fee and the valuationin part, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestitem, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Xxxxxx. In the contrary in this Agreementevent Lessor receives a tax bill, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said bill to Lessee within fifteen (15) days of Xxxxxx’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, the amount any above-described item or validity of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestlien with respect thereto, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Xxxxxx, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything Within five (5) Business Days of the date by which each tax and assessment payment is required by this Section 5.01 to be paid, Lessee shall provide Lessor with receipts or other evidence reasonably satisfactory to Lessor that each tax and assessment has been timely paid by Lxxxxx. In the contrary in this Agreementevent Lessor receives a tax bill, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said bill to Lessee within five (5) Business Days of Lessor’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given prior to contesting any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above described item or lien with respect thereto, including, without limitation, the amount or validity of any Imposition or other tax application, in whole or fee and the valuationin part, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestitem, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor or Lessor’s lender, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor or Lessor’s lender that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all material notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lxxxxx, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in this Agreementevent Lessor receives a tax xxxx, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said xxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above described item or lien with respect thereto, including, without limitation, the amount or validity of any Imposition or other tax application, in whole or fee and the valuationin part, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestitem, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in this Agreementevent Lessor receives a tax xxxx, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said xxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $25,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above-described item or lien with respect thereto, including, without limitation, the amount or validity or application, in whole or in part, of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestitem, provided that such deferral does not subject (i) neither the Property nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything to the contrary in this Agreement, FirstWorld (a) Tenant shall have the right to contest, at its sole expenseexpense to contest the rate, by appropriate legal proceedings diligently conducted in good faith, the amount legality or validity of any Imposition tax or assessment provided herein to be paid by Tenant, but no such contest shall be carried on or maintained by Tenant after such taxes or assessments become delinquent unless Tenant shall (i) pay its share of the amount involved under protest, or (ii) procure and maintain a stay of all proceedings to enforce collection, forfeiture and sale and provide for payment thereof together with all penalties, interest, costs and expenses by the deposit of a sufficient sum of money or by a good and sufficient undertaking or other tax means required or fee and permitted by law to accomplish such stay. At the valuationrequest of Tenant, assessment Landlord will execute or reassessment (whether proposed join in the execution of any instrument or final) of FirstWorld's property or documents reasonably required by Tenant in connection with any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contest, provided that such deferral does not subject any portion . Upon the final determination of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not be required to join in any such contest proceedings unless in which Tenant prevails and upon receipt by Landlord of the refund of Taxes, Landlord shall reimburse Tenant (i) Tenant's actual out-of-pocket expenses and costs incurred in connection with such proceedings must be brought in the name of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings to the extent it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled to be reimbursed by FirstWorld contest upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) Tenant to the extent such expenses and costs are less than the amount of the refund, and (ii) Tenant's pro rata share of the net refund, meaning the refund is of amounts previously paid as reduced by FirstWorld with regard the payment to Tenant under the preceding clause (i) and Landlord deducting from the refund any reasonable out-of-pocket expenses incurred by Landlord in cooperating in such contested amounttax contest. (b) Landlord may contest the rate, whether such refund is made during legality or after the Term of this Agreement. Upon termination of FirstWorld's contest validity of any amounttax or assessment imposed upon the Shopping Center or the Premises, FirstWorld but no such contest shall be carried on or maintained by Landlord after such taxes or assessments become delinquent unless Landlord shall (i) pay the amount involved under protest, or (if anyii) as has been finally determined in such procure and maintain a stay of all proceedings to be dueenforce collection, forfeiture and sale and provide for payment thereof together with any costsall penalties, interest, penalties costs and expenses by the deposit of a sufficient sum of money or by a good and sufficient undertaking or other liabilities means required or permitted by law to accomplish such stay. Upon the final determination of any such contest in which Landlord prevails and upon receipt by Landlord of the refund of Taxes, Landlord shall deduct from the refund Landlord's reasonable out-of-pocket expenses incurred in connection with such Impositioncontest and return to Tenant Tenant's pro rata share of the remaining portion of such refund. Expenses incurred in connection with any such contest of taxes by either party shall be supported by documentation reasonably satisfactory to the other party.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in this Agreementevent tax bills are received by Lessor, FirstWorld Lessor shall have the right promptly after receipt deliver a copy to contestLessee. Lessor shall endeavor to cause all tax bills to be directly to Lessee. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, the amount any above-described item or validity of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestlien with respect thereto, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything Within five (5) Business Days of the date by which each tax and assessment payment is required by this Section 5.01 to be paid, Lessee shall provide Lessor with receipts or other evidence reasonably satisfactory to Lessor that each tax and assessment has been timely paid by Xxxxxx. In the contrary in this Agreementevent Lessor receives a tax bill, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said bill to Lessee within five (5) Business Days of Lessor’s receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given prior to contesting any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above described item or lien with respect thereto, including, without limitation, the amount or validity of any Imposition or other tax application, in whole or fee and the valuationin part, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestitem, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor or Lessor’s lender, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor or Lessor’s lender that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all material notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Xxxxxx, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in event Lessor receives a tax bxxx, Lessor shall forward said bxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof; provided, however, Lessor’s failure to forward said bxxx shall not constitute a default by Lessor under this Agreement, FirstWorld shall have the right to contestLease. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, any above‑described item or lien with respect thereto or the amount or validity assessed valuation of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestProperties, provided that such deferral does not subject (i) neither the Properties nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the 4851-8930-3408.5 STORE / Ampco Master Lease Agreement 4 Properties in PA and IN File No.: 7210/02-637 execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Notwithstanding anything Licensee will not be required under this Multimedia Program Agreement to pay, discharge, or remove any taxes imposed under current or subsequent law upon the Space, Licensee’s improvements to the contrary Space, Licensee's personal property located in this Agreementthe Space, FirstWorld shall have or UTEP's interest in the right to contest, at its sole expense, by appropriate legal proceedings diligently conducted in good faith, Space so long as Licensee is contesting the amount or validity thereof by appropriate proceeding which will operate to prevent or stay the collection of the amount so contested. Licensee hereby agrees to indemnify and save University harmless from all liability for damages occasioned by Licensee’s contesting of such taxes and will, in the event of a judgment of foreclosure on any Imposition or lien arising in respect to such contested amounts, cause the same to be discharged and removed prior to the execution of such judgment, provided, however, Licensee will not be required to cause such lien to be discharged and removed to the extent that such lien applies to property other tax or fee and than the valuationSpace, assessment or reassessment (whether proposed or final) of FirstWorldLicensee's property or any Conduit for purposes of real and improvements to the Space, Licensee's personal property taxeslocated in the Space, and UTEP's interest in the Space. FirstWorld may defer payment of UTEP will cooperate with Licensee in completing such a tax contest and will have no right to pay the amount contested amount pending during the outcome of such contest; provided, provided however, that such deferral does not subject UTEP will have the right, at any time, to pay all or any portion of the Conduit or taxes imposed upon UTEP's interest in the Space. If Licensee is contesting taxes imposed upon UTEP's interest in the Space, and UTEP pays any other right or asset portion of Irvinethose taxes during the pendency of that contest, then Licensee will have no obligation under this Multimedia Program Agreement to any risk reimburse UTEP for the amount of forfeiture or Irvine the contested taxes so paid by UTEP. Upon termination of such a tax contest proceeding, Licensee will deliver to any risk UTEP proof of criminal liabilitythe amount due as finally determined and proof of payment thereof. Irvine shall not be required to UTEP, at Licensee’s expense, will join in any such tax contest proceedings unless such proceedings must be brought in the name of Irvine, provided however, that Irvine shall have the right to participate in proceeding if any such proceedings to the extent it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceedinglaw will so require. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable All costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) as has been finally determined in such proceedings tax undertaken by Licensee pursuant to this Section will be due, together with any costs, interest, penalties or other liabilities in connection with such Impositionpaid by Licensee.

Right to Contest. Notwithstanding anything After prior written notice to the contrary in this AgreementLender, FirstWorld Borrower shall have the right to contestright, at its sole expense, to contest by appropriate legal proceedings proceedings, promptly initiated and diligently conducted in good faith, the validity, amount or validity application, in whole or in part, of any Imposition of the Taxes or other tax Other Charges, provided that: (a) if any Event of Default exists, at Lender’s option, Lender shall have the right to control the prosecution of such contest directly or fee and through Borrower; (b) either (i) Borrower shall have satisfied the valuationrequirements of the applicable laws, assessment rules, regulations or reassessment (whether proposed agreements governing such contest with respect to payment of the contest amount or final) of FirstWorld's property escrowing or any Conduit for purposes of real and personal property taxes. FirstWorld may defer otherwise securing the payment of the contested amount pending (i.e., if the outcome contested item must be paid to avoid a default or lien, then such payment must be made) or (ii) such proceeding shall suspend the collection of such contest, provided that such deferral does not subject any the contested Taxes or Other Charges from Borrower and from the Property and no portion of the Conduit Property or any other right interest therein shall be in danger of being sold, forfeited, terminated, canceled or asset of Irvinelost; (c) such contest is not reasonably likely to result in the sale, to any risk of forfeiture or Irvine to any risk material impairment of criminal liability. Irvine the Property or the Borrower’s or Lender’s interests therein; and (d) if the contested amount is not already escrowed for under this Deed of Trust, Borrower shall not have furnished such security as may be required in the proceeding or reasonably required by Lender to join in insure the payment of any such contest proceedings unless such proceedings must be brought in the name of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings to the extent it determines that such participation is necessary Taxes or appropriate to protect its interests, and Irvine shall be entitled to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) as has been finally determined in such proceedings to be dueOther Charges, together with all interest and penalties thereon or, if not required, Borrower shall have set aside adequate reserves for the payment of the Taxes or Other Charges, together with all interest and penalties thereon. Upon completion of any costscontest, interestBorrower shall pay when due any amount due, penalties or other liabilities in connection and deliver to Lender proof of the completion of the contest and payment of the amount due, whereupon Lender shall return any security deposited with such ImpositionLender. Borrower shall deliver copies of all notices relating to any Taxes and Other Charges covered by this Article IV to Lender.

Right to Contest. Notwithstanding anything Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the contrary in this Agreementevent Lessor receives a tax xxxx, FirstWorld Lessor shall have the right use commercially reasonable efforts to contestforward said xxxx to Lessee within fifteen (15) days of Lessor's receipt thereof. Lessee may, at its sole own expense, contest or cause to be contested (in the case of any item involving more than $10,000, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee's determination to contest any matter as permitted herein), by appropriate legal proceedings diligently conducted in good faithfaith and with due diligence, the amount any above-described item or validity of any Imposition or other tax or fee and the valuation, assessment or reassessment (whether proposed or final) of FirstWorld's property or any Conduit for purposes of real and personal property taxes. FirstWorld may defer payment of the contested amount pending the outcome of such contestlien with respect thereto, provided that such deferral does not subject (i) neither the Property nor any portion of the Conduit or any other right or asset of Irvine, to any risk of forfeiture or Irvine to any risk of criminal liability. Irvine shall not interest therein would be required to join in any danger of being sold, forfeited or lost by reason of such contest proceedings unless such proceedings must be brought in the name proceedings; (ii) no Event of Irvine, provided however, that Irvine shall have the right to participate in any such proceedings Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such taxing authority and/or Lessor that removes such lien or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled the obligation of Lessee to be reimbursed by FirstWorld upon demand for legal fees incurred by it in participating in any such proceeding. If any such proceedings must be brought in Irvine's name, Irvine shall cooperate with FirstWorld so as to permit such proceedings to be brought in Irvine's name. FirstWorld shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or after the Term of this Agreement. Upon termination of FirstWorld's contest of any amount, FirstWorld shall pay the amount (if any) of any such tax and assessment or part thereof as has been finally determined in such proceedings to be dueproceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys' fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor shall at the request of Lessee, execute or join in the execution of any instruments or documents necessary in connection with such Impositioncontest or proceedings, but Lessor shall incur no cost or obligation thereby.