Common use of Right to Contest Clause in Contracts

Right to Contest. 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 event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its 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 conducted in good faith 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 such item, provided that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of 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 shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 contest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee Tenant shall provide Lessor Landlord with evidence reasonably satisfactory to Lessor Landlord that taxes and assessments have been timely paid by LesseeTenant. In the event Lessor Landlord receives a tax ▇▇▇▇, Lessor Landlord shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee Tenant within fifteen thirty (1530) days of LessorLandlord’s receipt thereof. Lessee Tenant may, at its 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 conducted in good faith 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 such item, provided that (i) neither the Properties Property nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authorityauthority or Landlord, Lessee Tenant posts a bond or takes other steps acceptable to such taxing authority that removes such lien or stays enforcement thereofthereof or, in the event the applicable taxing authority has not received payment of the contested taxes or required posting of a bond, Tenant provides Landlord a deposit or reasonably acceptable financial instrument as collateral for the payment of the disputed taxes and assessments if required by Landlord; (iv) Lessee each Tenant and Landlord shall promptly provide Lessor the other with copies of all notices received or delivered by Lessee to either party and filings made by Lessee Tenant in connection with such proceeding; and (v) upon termination of such proceedings, it shall be the obligation of Lessee Tenant to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor Landlord shall at the request of LesseeTenant, execute or join in the execution of any instruments or documents necessary in connection with such contest or proceedings, but Lessor 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. 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 event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, contest or cause to be contested (in the case of any item involving more than $50,00010,000, 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 conducted in good faith and with due diligence, any above-described above‑described item or lien with respect thereto, including, without limitation, the amount or validity or application, in whole or in part, of any such item, provided that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authorityauthority 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 shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 contest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to be paid, Lessee Tenant shall provide Lessor Landlord with evidence reasonably satisfactory to Lessor Landlord that taxes and assessments have been timely paid by LesseeTenant. Tenant shall make arrangements with the 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 Lessor Landlord receives a tax Real Estate Tax ▇▇▇▇, Lessor Landlord shall use commercially reasonable efforts endeavor to forward said ▇▇▇▇ to Lessee Tenant within fifteen five (155) days Business Days of LessorLandlord’s receipt thereofthereof but failure of Landlord to deliver any such ▇▇▇▇ 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 Lease or render Landlord liable to Tenant in any regard. Lessee Tenant may, at its 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)contested, by appropriate legal proceedings conducted in good faith 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 such item, provided that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default has occurred and is continuingcontinuing or occurs at any time during the pendency of such contest (in which event Tenant shall pay all contested taxes in full together with all interest and penalties then due); (iii) if and to the extent required by the applicable taxing authorityauthority or applicable Legal Requirements, Lessee 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) Lessee Tenant shall promptly provide Lessor Landlord with copies of all notices received or delivered by Lessee Tenant and filings made by Lessee Tenant in connection with such proceeding; and (v) upon termination of such proceedings, it shall be the obligation of Lessee Tenant to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities in connection therewith. Lessor Landlord shall at the request of LesseeTenant, execute or join in the execution of any instruments or documents necessary in connection with such contest or proceedings, but Lessor Landlord shall incur no cost or obligation thereby.

Right to Contest. Within thirty (30) days after each tax and assessment payment is required by Notwithstanding anything to the contrary in this Section 6.01 Agreement, FirstWorld shall have the right 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 event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee maycontest, at its own sole 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 faith and with due diligence, any above-described item or lien with respect thereto, including, without limitationfaith, 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 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 itemcontest, provided that (i) neither such deferral does not subject the Properties nor Leased Premises or the Conduit or any interest therein would 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 danger such contest proceedings unless such proceedings must be brought in the name of being soldIrvine, forfeited or lost by reason of provided however, that Irvine shall have the right to participate in any such proceedings; (ii) no Event of Default has occurred and is continuing; (iii) if and proceedings to the extent required it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled to be reimbursed by the applicable taxing authorityFirstWorld 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, Lessee posts a bond or takes other steps acceptable 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 taxing authority that removes proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such lien refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies after the Term of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon this Agreement. Upon termination of such proceedingsFirstWorld's contest of any amount, it FirstWorld shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof (if any) as has been finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedingsproceedings to be due, 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 contest or proceedings, but Lessor shall incur no cost or obligation therebyImposition.

Right to Contest. Within thirty (30) days after each tax and assessment payment is required by Notwithstanding anything to the contrary in this Section 6.01 Agreement, FirstWorld shall have the right 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 event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee maycontest, at its own sole 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 faith and with due diligence, any above-described item or lien with respect thereto, including, without limitationfaith, 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 itemcontest, provided that (i) neither such deferral does not subject any portion of the Properties nor Conduit or any interest therein would 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 danger such contest proceedings unless such proceedings must be brought in the name of being soldIrvine, forfeited or lost by reason of provided however, that Irvine shall have the right to participate in any such proceedings; (ii) no Event of Default has occurred and is continuing; (iii) if and proceedings to the extent required it determines that such participation is necessary or appropriate to protect its interests, and Irvine shall be entitled to be reimbursed by the applicable taxing authorityFirstWorld 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, Lessee posts a bond or takes other steps acceptable 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 taxing authority that removes proceedings. FirstWorld shall be entitled to any refund of any contested amount (and penalties and interest paid by FirstWorld) to the extent such lien refund is of amounts previously paid by FirstWorld with regard to such contested amount, whether such refund is made during or stays enforcement thereof; (iv) Lessee shall promptly provide Lessor with copies after the Term of all notices received or delivered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon this Agreement. Upon termination of such proceedingsFirstWorld's contest of any amount, it FirstWorld shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof (if any) as has been finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedingsproceedings to be due, 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 contest or proceedings, but Lessor shall incur no cost or obligation therebyImposition.

Right to Contest. Within thirty (30) days after each tax and assessment payment is required by Notwithstanding anything to the contrary in this Section 6.01 Operating Property Agreement, SNA shall have the right 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 event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee maycontest, at its own sole 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 faith and with due diligence, any above-described item or lien with respect thereto, including, without limitationfaith, the amount or validity or application, in whole or in part, of any tax or fee; the valuation, assessment or reassessment (whether proposed or final) of the Leased Property for purposes of real estate taxes; or the validity of any Applicable Law or the application of any Applicable Law to the Leased Property. 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 itemcontest, provided that (i) neither such deferral does not subject the Properties nor Leased Property to any interest therein would material risk of imminent forfeiture or the City to any material risk of criminal liability. The City shall not be required to join in any danger such contest proceedings unless an Applicable Law shall require that such proceedings be brought in the name of being soldthe City. In such case, forfeited or lost subject to the approval of the City Council, the City shall cooperate with SNA so as to permit to such proceedings to be brought in the City's name. SNA shall pay all reasonable costs and expenses (including reasonable attorneys' fees) incident to such proceedings. SNA shall be entitled to any refund of any contested amount (and penalties and interest paid by reason SNA) based upon SNA's prior overpayment of such proceedings; (ii) no Event contested amount, whether such refund is made during or after the Term of 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 this Operating Property Agreement. Upon termination of such proceedingsSNA's contest of any amount, it SNA shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof (if any) as has been finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedingsproceedings to be due, 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. 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 proceedingsthe valuation, but Lessor assessment or reassessment of the Leased Property for tax purposes shall incur be to the exclusion of the City, and the City shall have no cost or obligation therebyright to contest the foregoing without SNA's consent, not to be unreasonably withheld.

Right to Contest. Within thirty Landlord will, within twenty (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 event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (1520) days of Lessor’s receipt receiving notification thereof. Lessee may, at its own expense, contest or cause send to be contested (in the case Tenant notice of any item involving more than $50,000, after prior increases in assessments for Real Estate Taxes. If Landlord does not give written notice to LessorTenant, which shall be given within fifteen (15) as of 15 days prior to the applicable reassessment contest deadline, of Lessee’s determination its intention to contest any matter as permitted herein)such reassessment, by appropriate legal proceedings conducted in good faith and with due diligencethen Tenant will have the right, any above-described item or lien with respect theretoat Tenant’s expense, including, without limitation, to contest the amount or validity of Real Estate Taxes for such tax fiscal year by appropriate administrative and legal proceedings brought either in Tenant’s name, or, if legally necessary to prosecute such contest, jointly with Landlord, by counsel selected and engaged by Tenant (and, if Landlord is a joint contestant, reasonably approved by Landlord). Landlord will execute and deliver to Tenant, at no cost to Landlord, such documents as may be reasonably necessary or application, in whole proper to permit Tenant to contest Real Estate Taxes or in part, which may be necessary to secure payment of any such item, provided that (i) neither the Properties nor refund which may result from any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default has occurred . Any refund resulting from a proceeding brought either by Tenant or Landlord or by them jointly will be applied first to reimburse the party or parties who brought the proceeding for the costs incurred with the proceeding, and is continuing; (iii) if then to reimburse Tenant for the difference between the amount Tenant paid for the Real Estate Taxes for each fiscal tax year involved in the proceeding and to the extent amount Tenant would have been 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 shall be the obligation of Lessee to pay if the amount Real Estate Taxes had been assessed in accordance with the decision rendered in the proceeding. Any remaining balance will be paid to Landlord. Tenant hereby agrees to indemnify and hold harmless Landlord from all liability incurred by Landlord solely as a result of any such tax and assessment or part thereof as finally determined in such proceedings, the payment contest by Tenant of which may have been deferred during the prosecution of such proceedingsReal Estate Taxes, together with any costs, fees (including attorneys’ fees and disbursements), interest, penalties or other liabilities charges thereby imposed by applicable governmental authorities solely as a result of such contest by Tenant (excluding increases, if any, in connection therewithReal Estate Taxes caused by such contest by Tenant), and Tenant agrees to indemnify and hold harmless Landlord from all liability incurred by Landlord solely as a result of any contest by Tenant of Real Estate Taxes that results in any sale or other proceeding to enforce payment thereof. Lessor Tenant shall at pay any Real Estate Taxes before same become a lien on the request of LesseePremises. If Landlord contests the Real Estate Taxes, execute or join Landlord shall cooperate and regularly communicate with Tenant in the execution institution of and prosecution of any instruments or documents necessary in connection such proceedings by the Landlord, and Tenant, at its expense, may participate with such contest or proceedings, but Lessor shall incur no cost or obligation therebyLandlord.

Right to Contest. Within thirty (30a) days after each Tenant shall have the right at its expense to contest the rate, legality or validity of any tax and or assessment payment is required by this Section 6.01 provided herein 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 event Lessor receives a tax ▇▇▇▇Tenant, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, but no such 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), carried on or maintained by appropriate legal proceedings conducted in good faith and with due diligence, any above-described item Tenant after such taxes or lien with respect thereto, including, without limitation, the amount or validity or application, in whole or in part, of any such item, provided that assessments become delinquent unless Tenant shall (i) neither pay its share of the Properties nor any interest therein would be in any danger of being soldamount involved under protest, forfeited or lost by reason of such proceedings; (ii) no Event of Default has occurred procure and is continuing; (iii) if and to the extent required by the applicable taxing authority, Lessee posts maintain 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 stay of all notices received or delivered by Lessee proceedings to enforce collection, forfeiture and filings made by Lessee in connection with such proceeding; sale and (v) upon termination of such proceedings, it shall be the obligation of Lessee to pay the amount of any such tax and assessment or part provide for payment thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (including attorneys’ fees and disbursements)all 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 in connection therewithmeans required or permitted by law to accomplish such stay. Lessor shall at At the request of LesseeTenant, Landlord will execute or join in the execution of any instruments instrument or documents necessary reasonably required by Tenant in connection with any such contest. Upon the final determination of any such contest 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 contest upon demand by 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 as reduced by 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 tax contest. (b) Landlord may contest the rate, legality or proceedingsvalidity of any tax or assessment imposed upon the Shopping Center or the Premises, but Lessor no such contest shall incur no cost be carried on or obligation therebymaintained by Landlord after such taxes or assessments become delinquent unless Landlord shall (i) pay 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 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 contest 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. Within Mortgagor shall have the right to contest in good faith the validity or amount of any tax assessment or lien arising from any work performed at or materials furnished to the premises which right, however, is conditional upon (i) such contest having the effect of preventing the collection of the tax, assessment or lien so contested and the sale or forfeiture of the premises or any part thereof or interest therein to satisfy the same, (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 assessment, 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 each tax and assessment payment is required by this Section 6.01 to be paidMortgagor receives actual notice of the filing thereof, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its 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 conducted in good faith 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 such item, provided that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default has occurred and is continuing; (iii) if 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 extent required by amount herein specified) in an amount no less than One Hundred Fifty Percent (150%) of the applicable taxing authorityamount which, Lessee posts a bond or takes other steps acceptable in Mortgagee's reasonable opinion, determined from time 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 proceedingstime, it shall be the obligation of Lessee sufficient to pay the amount of any in full such tax and contested tax, assessment or part thereof as finally determined in such proceedingslien and penalties, the payment of which costs and interest that 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 become due thereon in the execution event of any instruments a final determination thereof adverse to Mortgagor or documents necessary in connection with the event Mortgagor fails to prosecute such contest as herein required, or proceedingsin lieu thereof, but Lessor shall incur no cost or obligation thereby.Mortgagor providing to Mortgagee title insurance over

Right to Contest. Within 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 event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, contest or cause to be contested (in the case of any item involving more than $50,00010,000, 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 conducted in good faith 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 such item, provided that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default has occurred and which is continuing; (iii) if and to the extent required by the applicable taxing authorityauthority 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 shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 contest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. 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 event Lessor receives a tax ▇▇▇▇Walgreens shall not be in compliance with the terms of the Walgreens Lease obligating Walgreens to undertake the payment of Taxes and Other Charges assessed or imposed against the Property, Lessor shall use commercially reasonable efforts after prior written notice to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee mayLender, Borrower, at its own expense, may 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 proceeding, promptly initiated and conducted in good faith and with due diligence, any above-described item or lien with respect thereto, including, without limitation, the amount or validity or application, application in whole or in part, part of any such itemof the Taxes or Other Charges, provided that that: (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) 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 occurred and is continuingpaid all of such Taxes or Other Charges under protest; (iii) if such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the extent required by the applicable taxing authority, Lessee posts Property is subject and does not constitute a bond or takes other steps acceptable to such taxing authority that removes such lien or stays enforcement thereofdefault thereunder; (iv) Lessee if Borrower has not paid tl1e disputed amounts in full under protest, Borrower shall promptly provide Lessor deposit with copies Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all notices received or delivered other items reasonably requested by Lessee and filings made by Lessee in connection with such proceedingLender; and (vvi) upon termination of such proceedingsa final determination thereof, it shall be the obligation of Lessee to pay Borrower promptly pays the amount of any such tax and assessment Taxes or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedingsOther Charges, together with any all costs, fees (including attorneys’ fees interest and disbursements), interest, penalties or other liabilities which may be payable in connection therewith. Lessor 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 claimant is established, and, to the extent the security posted by Borrower "'with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the request Default Rate until paid in full and payment of Lessee, execute or join in such amounts shall be secured by the execution of any instruments or documents necessary in connection with such contest or proceedings, but Lessor shall incur no cost or obligation therebySecurity Instrument and other collateral given to secure the Loan.

Right to Contest. Within thirty (30) days after each tax and assessment payment is Licensee will not be required by under this Section 6.01 Multimedia Program Agreement to be paidpay, Lessee shall provide Lessor with evidence reasonably satisfactory discharge, or remove any taxes imposed under current or subsequent law upon the Space, Licensee’s improvements to Lessor that taxes and assessments have been timely paid by Lessee. In the event Lessor receives a tax ▇▇▇▇Space, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, contest or cause to be contested (Licensee's personal property located in the case of any item involving more than $50,000Space, after prior written notice to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter or UTEP's interest in the Space so long as permitted herein), by appropriate legal proceedings conducted in good faith and with due diligence, any above-described item or lien with respect thereto, including, without limitation, Licensee is contesting the amount or validity thereof by appropriate proceeding which will operate to prevent or applicationstay 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 whole or the event of a judgment of foreclosure on any lien arising in partrespect to such contested amounts, of any such item, provided that (i) neither cause the Properties nor any interest therein would same to be in any danger of being sold, forfeited or lost by reason discharged and removed prior to the execution of such proceedings; (ii) no Event of Default has occurred judgment, provided, however, Licensee will not be required to cause such lien to be discharged and is continuing; (iii) if and removed 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 applies to property other than the Space, Licensee's improvements to the Space, Licensee's personal property located in the Space, and UTEP's interest in the Space. UTEP will cooperate with copies of all notices received or delivered by Lessee Licensee in completing such a tax contest and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it shall be the obligation of Lessee will have no right to pay the amount contested during the contest; provided, however, that UTEP will have the right, at any time, to pay all or any portion of the 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 portion of those taxes during the pendency of that contest, then Licensee will have no obligation under this Multimedia Program Agreement to reimburse UTEP for the amount of the contested taxes so paid by UTEP. Upon termination of such a tax contest proceeding, Licensee will deliver to UTEP proof of the amount due as finally determined and proof of payment thereof. UTEP, at Licensee’s expense, will join in any such tax contest proceeding if any law will so require. All costs and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 expenses of any instruments or documents necessary in connection with such contest or proceedings, but Lessor shall incur no cost or obligation therebyof any tax undertaken by Licensee pursuant to this Section will be paid by Licensee.

Right to Contest. Within Tenant shall not be required to pay any Real Estate Taxes or any other taxes for which Tenant is liable hereunder (including, without limitation, any taxes for which Tenant is required to indemnify Landlord under Section 19.1) (including penalties and interest), so long as (i) Tenant shall contest the same or the validity thereof by appropriate legal proceedings in such a manner to prevent the tax sale of any portion of the Premises and (ii) the position to be taken by Tenant pursuant to such contest would have a realistic possibility of success if litigated. For purposes of this Lease, Tenant may conclusively establish that a position to be taken in a contest would have a realistic possibility of success if litigated by providing to Landlord a letter from counsel stating an opinion to such effect. In the event of any such contest, Tenant shall, within thirty (30) days after each tax the final determination thereof, pay and assessment payment is required by this Section 6.01 discharge the amounts determined to be paiddue in accordance therewith and with the provisions of this Lease, Lessee together with any penalties, fines, interest, costs and expenses that may have accrued thereon or that may have resulted from Tenant's contest. Tenant also shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its 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 right to contest any matter as permitted taxes for which it is liable hereunder, but with regard to which the position to be taken pursuant to such contest would not have a realistic possibility of success if litigated, provided that Tenant pays such taxes on or prior to the date upon which such taxes are asserted to be due by the relevant governmental authority. Notwithstanding the foregoing provisions of this Section 6.3, Tenant shall have an unconditional right to contest (without prior payment) any taxes imposed by law upon Tenant rather than upon Landlord. Tenant's decision to pay any taxes prior to contesting its or another party's underlying liability therefore shall not be deemed to imply or suggest that the position to be taken in such contest would not have a realistic possibility of success if litigated. Landlord shall cooperate fully with Tenant in connection with the exercise of Tenant's right of contest contained herein), by appropriate and in the event that applicable law shall require that Landlord, rather than Tenant, pursue legal proceedings conducted for such contest, Landlord will initiate and pursue such contest upon Tenant's request and in good faith and accordance with due diligence, any above-described item or lien with respect thereto, Tenant's instructions (including, without limitation, Tenant's instructions as to the amount selection of legal counsel and matters of strategy or validity or applicationsettlement); provided, in whole or in parthowever, that Landlord shall not be subject to any liability for the payment of any such item, provided that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited costs or lost by reason of such proceedings; (ii) no Event of 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 expenses in connection with such proceeding; and (v) upon termination of such proceedings, it shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 contest or proceedings, but Lessor and Tenant will indemnify and save harmless Landlord from any such costs and expenses (including, without limitation, reasonable attorneys' fees, costs of court and appraisal costs), reimbursing Landlord therefor upon demand (or paying such costs and expenses directly when due, all as directed by Landlord). Tenant shall incur no cost be entitled to any refund of any taxes and penalties or obligation therebyinterest from any governmental authority to the extent the refund represents monies paid to the governmental authority by Tenant or paid by Landlord and reimbursed by Tenant.

Right to Contest. Within Tenant shall not be required to pay any Real Estate Taxes or any other taxes for which Tenant is liable hereunder (including, without limitation, any taxes for which Tenant is required to indemnify Landlord under Section 22.1) (including penalties and interest), so long as (i) Tenant shall contest the same or the validity thereof by appropriate legal proceedings in such a manner to prevent the sale, forfeiture or loss of any portion of the Parcels or any Rent and (ii) the position to be taken by Tenant pursuant to such contest would have a realistic possibility of success if litigated. For purposes of this Lease, Tenant may conclusively establish that a position to be taken in a contest would have a realistic possibility of success if litigated by providing to Landlord a letter from counsel stating an opinion to such effect. In the event of any such contest, Tenant shall, within thirty (30) days after each tax the final determination thereof, pay and assessment payment is required by this Section 6.01 discharge the amounts determined to be paiddue in accordance therewith and with the provisions of this Lease, Lessee together with any penalties, fines, interest, costs and expenses that may have accrued thereon or that may have resulted from Tenant’s contest. Tenant also shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its 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 right to contest any matter as permitted taxes for which it is liable hereunder, but with regard to which the position to be taken pursuant to such contest would not have a realistic possibility of success if litigated, provided that Tenant pays such taxes on or prior to the date upon which such taxes are asserted to be due by the relevant governmental authority. Notwithstanding the foregoing provisions of this Section 8.3, Tenant shall have an unconditional right to contest (without prior payment) any taxes imposed by law upon Tenant rather than upon Landlord. Tenant’s decision to pay any taxes prior to contesting its or another party’s underlying liability therefor shall not be deemed to imply or suggest that the position to be taken in such contest would not have a realistic possibility of success if litigated. Landlord shall, at Tenant’s sole cost and expense, cooperate fully with Tenant in connection with the exercise of Tenant’s right of contest contained herein), by appropriate and in the event that applicable law shall require that Landlord, rather than Tenant, pursue legal proceedings conducted for such contest, Landlord will initiate and pursue such contest upon Tenant’s request and in good faith and accordance with due diligence, any above-described item or lien with respect thereto, Tenant’s instructions (including, without limitation, Tenant’s instructions as to the amount selection of legal counsel and matters of strategy or validity or applicationsettlement); provided, in whole or in parthowever, that Landlord shall not be subject to any liability for the payment of any such item, provided that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited costs or lost by reason of such proceedings; (ii) no Event of 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 expenses in connection with such proceeding; and (v) upon termination of such proceedings, it shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 contest or proceedings, but Lessor and Tenant will indemnify and save harmless Landlord from any such costs and expenses (including, without limitation, attorneys’ fees, costs of court and appraisal costs), reimbursing Landlord therefor upon demand (or paying such costs and expenses directly when due, all as directed by Landlord). Tenant shall incur no cost be entitled to any refund of any taxes and penalties or obligation therebyinterest from any governmental authority to the extent the refund represents moneys paid to the governmental authority by Tenant or paid by Landlord and reimbursed by Tenant.

Right to Contest. Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 After prior written notice to be paidLender, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee mayBorrower, at its own expense, may 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 proceeding, promptly initiated and conducted in good faith and with due diligence, any above-described item or lien with respect thereto, including, without limitation, the amount or validity or application, application in whole or in part, part of any such itemof the Taxes or Other Charges, provided that that: (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) 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 occurred and is continuingpaid all of such Taxes or Other Charges under protest; (iii) if such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the extent required by the applicable taxing authority, Lessee posts Property is subject and does not constitute a bond or takes other steps acceptable to such taxing authority that removes such lien or stays enforcement thereofdefault thereunder; (iv) Lessee if Borrower has not paid the disputed amounts in full under protest, Borrower shall promptly provide Lessor deposit with copies Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred ten percent (110%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all notices received or delivered other items reasonably requested by Lessee and filings made by Lessee in connection with such proceedingLender; and (vvi) upon termination of such proceedingsa final determination thereof, it shall be the obligation of Lessee to pay Borrower promptly pays the amount of any such tax and assessment Taxes or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedingsOther Charges, together with any all costs, fees (including attorneys’ fees interest and disbursements), interest, penalties or other liabilities which may be payable in connection therewith. Lessor 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 claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the request Default Rate until paid in full and payment of Lessee, execute or join in such amounts shall be secured by the execution of any instruments or documents necessary in connection with such contest or proceedings, but Lessor shall incur no cost or obligation therebySecurity Instrument and other collateral given to secure the Loan.

Right to Contest. Within Tenant shall not be required to pay any Real Estate Taxes or any other taxes for which Tenant is liable hereunder (including, without limitation, any taxes for which Tenant is required to indemnify Landlord under Section 6.5) (including penalties and interest), so long as (i) Tenant shall contest the same or the validity thereof by appropriate legal proceedings in such a manner to prevent the tax sale of any portion of the Premises and (ii) the position to be taken by Tenant pursuant to such contest would have a realistic possibility of success if litigated. For purposes of this Lease, Tenant may conclusively establish that a position to be taken in a contest would have a realistic possibility of success if litigated by providing to Landlord a letter from counsel stating an opinion to such effect. In the event of any such contest, Tenant shall, within thirty (30) days after each tax the final determination thereof, pay and assessment payment is required by this Section 6.01 discharge the amounts determined to be paiddue in accordance therewith and with the provisions of this Lease, Lessee together with any penalties, fines, interest, costs and expenses that may have accrued thereon or that may have resulted from Tenant's contest. Tenant also shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its 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 right to contest any matter as permitted taxes for which it is liable hereunder, but with regard to which the position to be taken pursuant to such contest would not have a realistic possibility of success if litigated, provided that Tenant pays such taxes on or 12. prior to the date upon which such taxes are asserted to be due by the relevant governmental authority. Notwithstanding the foregoing provisions of this Section 6.3, Tenant shall have an unconditional right to contest (without prior payment) any taxes imposed by law upon Tenant rather than upon Landlord. Tenant's decision to pay any taxes prior to contesting its or another party's underlying liability therefore shall not be deemed to imply or suggest that the position to be taken in such contest would not have a realistic possibility of success if litigated. Landlord shall cooperate fully with Tenant in connection with the exercise of Tenant's right of contest contained herein), by appropriate and in the event that applicable law shall require that Landlord, rather than Tenant, pursue legal proceedings conducted for such contest, Landlord will initiate and pursue such contest upon Tenant's request and in good faith and accordance with due diligence, any above-described item or lien with respect thereto, Tenant's instructions (including, without limitation, Tenant's instructions as to the amount selection of legal counsel and matters of strategy or validity or applicationsettlement); provided, in whole or in parthowever, that Landlord shall not be subject to any liability for the payment of any such item, provided that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited costs or lost by reason of such proceedings; (ii) no Event of 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 expenses in connection with such proceeding; and (v) upon termination of such proceedings, it shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 contest or proceedings, but Lessor and Tenant will indemnify, defend and save harmless Landlord from and against any such costs and expenses (including, without limitation, reasonable attorneys' fees, costs of court and appraisal costs), reimbursing Landlord therefor upon demand (or paying such costs and expenses directly when due, all as directed by Landlord). Tenant shall incur no cost be entitled to any refund of any taxes and penalties or obligation therebyinterest from any governmental authority to the extent the refund represents monies paid to the governmental authority by Tenant or paid by Landlord and reimbursed by Tenant.

Right to Contest. 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 event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, contest or cause to be contested (in the case of any item involving more than $50,000, after After prior written notice to LessorLender, which Borrower shall be given within fifteen (15) days of Lessee’s determination have the right, at its sole expense, to contest any matter as permitted herein), by appropriate legal proceedings proceedings, promptly initiated and diligently conducted in good faith and with due diligence, any above-described item or lien with respect thereto, including, without limitationfaith, the validity, amount or validity or application, in whole or in part, of any such itemof the Taxes or Other Charges, provided that 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 through Borrower; (b) either (i) neither Borrower shall have satisfied the Properties nor any requirements of the applicable laws, rules, regulations or agreements governing such contest with respect to payment of the contest amount or escrowing or otherwise securing the payment of the contested amount (i.e., if the 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 the contested Taxes or Other Charges from Borrower and from the Property and no portion of the Property or interest therein would shall be in any danger of being sold, forfeited forfeited, terminated, canceled or lost by reason lost; (c) such contest is not reasonably likely to result in the sale, forfeiture or material impairment of such proceedingsthe Property or the Borrower’s or Lender’s interests therein; and (ii) no Event of Default has occurred and is continuing; (iiid) if and to the extent contested amount is not already escrowed for under this Deed of Trust, Borrower shall have furnished such security as may be required in the proceeding or reasonably required by Lender to insure the applicable taxing authoritypayment of any such Taxes or Other Charges, Lessee posts a bond 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 takes other steps acceptable Other Charges, together with all interest and penalties thereon. Upon completion of any contest, Borrower shall pay when due any amount due, and deliver to such taxing authority that removes such lien or stays enforcement thereof; (iv) Lessee Lender proof of the completion of the contest and payment of the amount due, whereupon Lender shall promptly provide Lessor return any security deposited with Lender. Borrower shall deliver copies of all notices received or delivered relating to any Taxes and Other Charges covered by Lessee and filings made by Lessee in connection with such proceeding; and (v) upon termination of such proceedings, it shall be the obligation of Lessee this Article IV to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 contest or proceedings, but Lessor shall incur no cost or obligation therebyLender.

Right to Contest. 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 event Lessor receives a tax ▇b▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇b▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, contest or cause to be contested (in the case of any item involving more than $50,00010,000, 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 conducted in good faith 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 such item, provided that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authorityauthority 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 shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 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. Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 The Borrower Parties shall have the right to be paid, Lessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In contest the event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, contest amount or cause to be contested (in the case validity of any item involving more than $50,000Imposition, after prior written notice Legal Requirement, Insurance Requirement, Environmental Obligation, lien, attachment, levy, encumbrance, charge or claim (collectively, “Claims”) as to Lessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein)the Properties, by appropriate legal proceedings proceedings, conducted in good faith and with due diligence, provided that (a) the foregoing shall in no way be construed as relieving, modifying or extending the Borrower Parties’ obligation to pay any above-described item Claims as finally determined, (b) no part of the affected Property shall be in any immediate danger of sale, forfeiture, attachment or lien with respect theretoloss, and (c) the 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 Lender shall not thereby be subjected to any liability therefor (including, without limitation, for the amount or validity or application, in whole or in part, payment of any costs or expenses in connection therewith) unless the applicable Borrower Party agrees by agreement in form and substance reasonably satisfactory to Lender, to assume and indemnify Lender with respect to the same. The Borrower Parties shall be entitled to any refund of any Claims and such item, provided that (i) neither the Properties nor any charges and penalties or interest therein would be in any danger of being sold, forfeited thereon which have been paid by such Guarantor or lost paid by reason of such proceedings; (ii) no Event of Default has occurred and is continuing; (iii) if and Lender to the extent required that Lender has been fully reimbursed by such Guarantor. If the applicable taxing authorityBorrower Parties shall fail (x) to pay or cause to be paid any Claims when finally determined, Lessee posts a bond (y) to provide reasonable security therefor or takes other steps acceptable (z) to prosecute or cause to be prosecuted any such contest diligently and in good faith, Lender may, upon reasonable notice to such taxing authority Guarantor (which notice shall not be required if Lender shall reasonably determine that removes the same is not practicable), pay 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 shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedingscharges, together with any costsinterest and penalties due with respect thereto, fees (including attorneys’ fees and disbursements)the Borrower Parties shall reimburse Lender therefor, interestupon demand, 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 contest or proceedings, but Lessor shall incur no cost or obligation therebyas Additional Charges.

Right to Contest. 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 event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, contest or cause to be contested (in the case of any item involving more than $50,00025,000, 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 conducted in good faith 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 such item, provided that (i) neither the Properties Property nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authorityauthority 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 shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 contest or proceedings, but Lessor shall incur no cost or obligation thereby.

Right to Contest. Within thirty (30) days after each tax and assessment payment is required Tenant may contest, in good faith, 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 event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, appropriate proceedings at its own expenseexpense any Real Estate Taxes provided that Tenant shall first have paid such Real Estate Taxes or, if the payment of such Real Estate Taxes is to be postponed during the pendency of such contest, Tenant shall have furnished Landlord with such additional sums as may reasonably be required to pay interest or penalties accrued or to accrue on any such Real Estate Taxes and shall indemnify and hold Landlord harmless from any loss resulting from the failure to timely pay such Real Estate Taxes. Nothing contained herein, however, shall release Tenant of the obligation to pay and discharge contested Real Estate Taxes as finally adjudicated, with interest and penalties, and all other charges directed to be paid in or by any such adjudication. Any such contest or cause legal proceeding shall be commenced by Tenant with due promptness after the imposition of any contested Real Estate Taxes and shall be prosecuted to be contested (final adjudication with all reasonable promptness and dispatch; provided, however, that Tenant may in its discretion consolidate any proceeding to obtain a reduction in the case assessed valuation of the Premises for tax purposes relating to any tax year with any similar proceeding or proceedings relating to one or more other tax years. Notwithstanding anything contained in this Section 6.5, Tenant shall pay all such contested Real Estate Taxes before the time when the Premises or any part thereof might be subject to lien or forfeited as a result of nonpayment. Landlord shall, at no out-of-pocket cost to Landlord, join in any proceedings referred to above and hereby agrees that the same may be brought in its name, if the provisions of any item involving more than $50,000law, after prior written notice to Lessorrule or regulation at the time in effect shall so require. Tenant shall indemnify and save Landlord harmless from any liabilities, which shall be given within fifteen losses, or out of pocket expenses (15including reasonable attorneys fees) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceedings conducted in good faith 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 such item, provided that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of 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 any such proceeding; proceedings in which Landlord shall join or permit to be brought in its name or any such contest. Prior to the distribution of any refund, Tenant shall be entitled to recover its reasonable, out of pocket costs incurred in contesting taxes. Prior to distribution of any refund, Tenant shall thereafter be entitled to any remaining refund of any Real Estate Taxes, and (v) upon all penalties or interest thereon received by Landlord which shall have been paid by Tenant, or which shall have been paid by Landlord but previously reimbursed in full by Tenant. The terms of this Section 6.5 shall survive the expiration or sooner termination of such proceedings, it shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 contest or proceedings, but Lessor shall incur no cost or obligation therebythis Lease.

Right to Contest. Within Tenant shall not be required to pay any Real Estate Taxes or any other taxes for which Tenant is liable hereunder (including, without limitation, any taxes for which Tenant is required to indemnify Landlord under SECTION 23.1)(including penalties and interest), so long as (i) Tenant shall contest the same or the validity thereof by appropriate legal proceedings in such a manner to prevent the tax sale of any portion of the Premises and (ii) the position to be taken by Tenant pursuant to such contest would have a realistic possibility of success if litigated. For purposes of this Lease, Tenant may conclusively establish that a position to be taken in a contest would have a realistic possibility of success if litigated by providing to Landlord a letter from counsel stating an opinion to such effect. In the event of any such contest, Tenant shall, within thirty (30) days after each tax the final determination thereof, pay and assessment payment is required by this Section 6.01 discharge the amounts determined to be paiddue in accordance therewith and with the provisions of this Lease, Lessee together with any penalties, fines, interest, costs and expenses that may have accrued thereon or that may have resulted from Tenant's contest. Tenant also shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its 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 right to contest any matter as permitted taxes for which it is liable hereunder, but with regard to which the position to be taken pursuant to such contest would not have a realistic possibility of success if litigated, provided that Tenant pays such taxes on or prior to the date upon which such taxes are asserted to be due by the relevant governmental authority. Notwithstanding the foregoing provisions of this SECTION 8.3, Tenant shall have an unconditional right to contest (without prior payment) any taxes imposed by law upon Tenant rather than upon Landlord. Tenant's decision to pay any taxes prior to contesting its or another party's underlying liability therefore shall not be deemed to imply or suggest that the position to be taken in such contest would not have a realistic possibility of success if litigated. Landlord shall cooperate fully with Tenant in connection with the exercise of Tenant's right of contest contained herein), by appropriate and in the event that applicable law shall require that Landlord, rather than Tenant, pursue legal proceedings conducted for such contest, Landlord will initiate and pursue such contest upon Tenant's request and in good faith and accordance with due diligence, any above-described item or lien with respect thereto, Tenant's instructions (including, without limitation, Tenant's instructions as to the amount selection of legal counsel and matters of strategy or validity or applicationsettlement); PROVIDED, in whole or in partHOWEVER, that Landlord shall not be subject to any liability for the payment of any such item, provided that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited costs or lost by reason of such proceedings; (ii) no Event of 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 expenses in connection with such proceeding; and (v) upon termination of such proceedings, it shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 contest or proceedings, but Lessor and Tenant will indemnify and save harmless Landlord from any such costs and expenses (including, without limitation, reasonable attorneys' fees, costs of court and appraisal costs), reimbursing Landlord therefor upon demand (or paying such costs and expenses directly when due, all as directed by Landlord). Tenant shall incur no cost be entitled to any refund of any taxes and penalties or obligation therebyinterest from any governmental authority to the extent the refund represents monies paid to the governmental authority by Tenant or paid by Landlord and reimbursed by Tenant.

Right to Contest. 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 event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee maynant, at its own expensesole cost, contest or cause shall have the right at any time to be contested (seek a reduction in the case assessed valuation 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 the Premises and the Common Area or to contest any matter Real Estate Taxes that are to be reimbursed or paid by Tenant. If Tenant seeks a reduction or contests the Real Estate Taxes, Tenant's failure to pay such taxes shall not constitute a default under this Lease as permitted herein)long as Tenant complies with the provisions of this paragraph. Landlord shall not be required to join in any proceeding or contest brought by Tenant, unless the provisions of any law require that the proceeding or contest be brought by appropriate legal proceedings conducted or in good faith the name of Landlord or any owner of the Premises. In that case, Landlord shall join in the proceeding or contest, or permit it to be brought in Landlord's name, as long as Landlord is not required to bear any cost. On final determination of the proceeding or contest, Tenant shall immediately pay or discharge any decision or judgment rendered, together with all costs, charges, interests, and with due diligencepenalties incidental to the decision or judgment. If, after Tenant has made a payment of Real Estate Taxes, Landlord receives a refund of any above-described item portion of taxes on which such payment was based, Landlord shall promptly pay Tenant's portion of the refund to Tenant. Landlord shall take such action as is reasonably requested by Tenant for the purpose of making payment to the tax collector, obtaining information and other data from the county or lien city tax assessor, and instituting and maintaining any proceeding or contest allowed under this paragraph with respect thereto, including, without limitation, the amount or validity or application, in whole or in part, of any such item, provided that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of 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 Real Estate Taxes in connection with such proceeding; and (v) upon termination of such proceedings, it shall be the obligation of Lessee Premises. Notwithstanding the foregoing if Tenant elects not to pay when due an installment of taxes the amount of any such tax and assessment or part thereof which is being contested, Tenant shall provide security satisfactory to Landlord's lender to assure that taxes as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with interest and penalties, if any, will be paid and that in no event shall any coststax sale be permitted to occur, 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 taxes assessed to be paid under protest if necessary in connection with such contest or proceedings, but Lessor shall incur no cost or obligation therebyto prevent a tax sale.

Right to Contest. 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 event Lessor receives a tax ▇▇▇▇, Lessor shall use commercially reasonable efforts to forward said ▇▇▇▇ to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, contest or cause to be contested (in the case of any item involving more than $50,00010,000, 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 conducted in good faith and with due diligence, any above-described above‑described item or lien with respect thereto, including, without limitation, the amount or validity or application, in whole or in part, of any such item, provided that (i) neither the Properties Property nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default has occurred and is continuing; (iii) if and to the extent required by the applicable taxing authorityauthority 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 shall be the obligation of Lessee to pay the amount of any such tax and assessment or part thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with any costs, fees (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 contest or proceedings, but Lessor shall incur no cost or obligation thereby.