Common use of Taxes and Other Charges Clause in Contracts

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.

Taxes and Other Charges. Borrower shall pay or cause to be paid pay, all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Property, or any part thereof thereof, as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to the terms and provisions of Section 7.2 hereof. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly pay or cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for or cause to be paid all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under under, and be conducted in accordance with with, the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiic) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (ivd) Borrower shall promptly upon final determination thereof pay or cause to be paid the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the PropertyProperty (except that if such Taxes or Other Charges must be paid sooner in order to avoid being delinquent, then Borrower shall pay or cause the same to be paid prior to delinquency, and upon making such payment or causing such payment to be made prior to delinquency Borrower may continue such contest); and (vif) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Security Instrument being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or shall cause Mortgage Borrower to pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower to directly pay or cause to the appropriate taxing authority be paid Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid; provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer (and shall not permit Mortgage Borrower to suffer) and shall promptly pay or cause to be paid and discharged (or cause Mortgage Borrower to pay or cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties other than Permitted Encumbrances, and shall promptly pay or cause to be paid for all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its own expense, may contest (or cause Mortgage Borrower to contest) by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any applicable material other instrument to which Borrower or Mortgage Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinancesLegal Requirements; (iiic) none of the Collateral, the Senior Mezzanine Collateral, any Individual Property nor or any part thereof of either or interest therein in either will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (ivd) Borrower shall promptly upon final receipt of a final, non-appealable determination thereof pay (or cause Mortgage Borrower to pay) the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Individual Property; and (vif) Borrower shall furnish or cause Mortgage Borrower to furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or any Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of any Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or shall cause Mortgage Borrower to pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower to directly pay or cause to the appropriate taxing authority be paid Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid. Borrower shall furnish or cause to be furnished to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer (and shall not permit Mortgage Borrower to suffer) and shall promptly pay or cause to be paid and discharged (or cause Mortgage Borrower to pay or cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties other than Permitted Encumbrances, and shall promptly pay or cause to be paid for all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its own expense, may contest (or cause Mortgage Borrower to contest) by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any applicable material other instrument to which Borrower or Mortgage Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinancesLegal Requirements; (iiic) none of the Collateral, the Senior Mezzanine Collateral, any Individual Property nor or any part thereof of either or interest therein in either will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (ivd) Borrower shall promptly upon final receipt of a final, non-appealable determination thereof pay (or cause Mortgage Borrower to pay) the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Individual Property; and (vif) Borrower shall furnish or cause Mortgage Borrower to furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or any Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of any Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or shall cause Mortgage Borrower to pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower to directly pay or cause to the appropriate taxing authority be paid Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid; provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer (and shall not permit Mortgage Borrower to suffer) and shall promptly pay or cause to be paid and discharged (or cause Mortgage Borrower to pay or cause to be paid and discharged) any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties other than Permitted Encumbrances, and shall promptly pay or cause to be paid for all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its own expense, may contest (or cause Mortgage Borrower to contest) by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any applicable material other instrument to which Borrower or Mortgage Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinancesLegal Requirements; (iiic) none of the Collateral, the Senior Mezzanine Collateral, any Individual Property nor or any part thereof of either or interest therein in either will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (ivd) Borrower shall promptly upon final receipt of a final, non-appealable determination thereof pay (or cause Mortgage Borrower to pay) the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Individual Property; and (vif) Borrower shall furnish or cause Mortgage Borrower to furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender (or Servicer on its behalf) may pay over any such cash deposit or part thereof held by Lender (or Servicer on its behalf) to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or any Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of any Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to the terms and provisions of Section 7.2 hereof. Borrower will shall deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or or Other Charges would otherwise be delinquent if not paid (provided, however, that paid. Borrower is not required shall furnish to furnish such Lender receipts for the payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and the Other Charges and provides a copy of prior to the receipt evidencing date the payment thereof to Lender, then Lender same shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidbecome delinquent. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its Borrower’s own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; (vi) Borrower shall have set aside adequate reserves for the payment of the Taxes, together with all interest and penalties thereon, unless Borrower has paid all of the Taxes under protest; and (vivii) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Security Instrument being primed by any related Lien.

Taxes and Other Charges. Borrower shall cause Mortgage Borrower to, or shall cause Mortgage Borrower to cause CPLV Tenant to, pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as prior to the date the same shall become due and payabledelinquent; provided, however, Borrower’s obligation to cause Mortgage Borrower to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Mortgage Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereofof the Mortgage Loan Agreement. Either Borrower will shall, shall cause Mortgage Borrower to, or shall cause Mortgage Borrower to cause CPLV Tenant to, deliver to Lender Administrative Agent receipts for payment or other evidence satisfactory to Lender Administrative Agent that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid paid. Borrower shall furnish to Administrative Agent receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent (provided, however, that Borrower is not required to furnish (or caused to be furnished) such receipts for payment of Taxes in the event that such Taxes have been paid by Mortgage Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidMortgage Loan Agreement). Borrower shall not, and shall not permit Mortgage Borrower to or cause CPLV Tenant to, suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperty or the Collateral other than Permitted Encumbrances, and shall cause Mortgage Borrower to promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien subject to the Mortgage; (ii) such proceeding shall be permitted under and be conducted right to contest as set forth in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedSection 5.1.

Taxes and Other Charges. (a) Borrower shall pay or shall cause Senior Mezzanine Borrower to be paid cause Mortgage Borrower to pay all Property Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay or to the appropriate taxing authority cause Senior Mezzanine Borrower to cause Mortgage Borrower to pay Property Taxes shall be suspended for so long as Mortgage Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 9.4 of the Mortgage Loan Agreement and Section 9.1 hereof. Borrower will deliver shall furnish to Lender receipts for the payment or other evidence satisfactory to Lender that of the Property Taxes and the Other Charges have been so paid or are not then delinquent no later than ten at least five (105) days prior to the date on which the Taxes and/or Other Charges would otherwise be same shall become delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Property Taxes in the event that such Property Taxes have been paid by Mortgage Lender pursuant to Section 7.2 hereof9.4 of the Mortgage Loan Agreement). If Borrower pays or causes Subject to be paid all Taxes and Other Charges and provides a copy the terms of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 5.4(b) hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the any Individual Property, and shall promptly pay for all utility services provided to the PropertyProperties. If Mortgage Borrower shall fail to pay any Property Taxes or Other Charges in accordance with this Section 5.4 and is not contesting or causing a contesting of such Property Taxes or Other Charges in accordance with Section 5.4(b) below, or if there are insufficient funds in the Tax and Insurance Reserve Account (as defined in the Mortgage Loan Agreement) to pay any Property Taxes or Other Charges, Lender shall have the right, but shall not be obligated, to pay such Property Taxes or Other Charges, and Borrower shall repay to Lender, on demand, any amount paid by Lender, with interest thereon at the Default Rate from the date of the advance thereof to the date of repayment, and such amount shall constitute a portion of the Debt secured by the Pledge Agreements. (b) After prior written notice to Lender, Borrower, at its own expense, may, or may cause Senior Mezzanine Borrower to cause Mortgage Borrower to, contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Property Taxes or Other Charges, provided that (i) Borrower no Event of Default is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgagecontinuing; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower, Mortgage Borrower or Senior Mezzanine Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinancesLegal Requirements; (iii) neither the Property Properties nor any part thereof or direct or indirect interest therein therein, nor the Collateral, the Senior Mezzanine Collateral nor any part thereof or direct or indirect interest therein, will be in danger of being sold, forfeited, terminated, cancelled canceled or lost; (iv) Borrower shall promptly upon final determination thereof pay pay, or cause Senior Mezzanine Borrower to cause Mortgage Borrower to pay, the amount of any such Property Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Property Taxes or Other Charges from the each Individual Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.;

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to taxes in accordance with the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, Borrower provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2Fund. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage[intentionally omitted]; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower Mortgagor shall pay or cause to be paid all Taxes taxes of every kind and Other Charges nature (including real and personal property, income, gross receipts, franchise, profits, sales and withholding taxes), all general and special assessments, water and sewer rents and charges, and all levies, permits, inspection and license fees and other public charges now or hereafter levied or assessed or imposed against the Mortgaged Property as liens or any part thereof assessments (hereinafter individually called a “Tax” and collectively the “Taxes”) as the same shall become due and payablepayable from time to time and before interest or penalties accrue thereon; provided, however, Borrower’s obligation that Mortgagor shall not be required to directly pay any Tax to the appropriate taxing authority Taxes shall be suspended for extent that nonpayment thereof is permitted while the validity thereof is being contested, so long as Borrower escrows (a) Mortgagor notifies Mortgagee in writing of intention to contest the validity thereof, (b) the validity thereof is being contested in good faith by Mortgagor and (c) Mortgagor deposits with Mortgagee if Mortgagee so requests an amount deemed sufficient to make such payment if the contest is unsuccessful. Notwithstanding the foregoing, Mortgagor shall under no circumstances permit the Mortgaged Property to be sold or advertised for Taxes pursuant sale for nonpayment of any Tax. Subject to the terms and provisions of Section 7.2 hereof. Borrower will Mortgagor’s right to contest any Tax as hereinabove provided, Mortgagor shall deliver to Lender Mortgagee receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in of such Tax on or before the last day on which any Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to may be paid and discharged any Lien without interest or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any soon thereafter as such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedreceipts are available.

Taxes and Other Charges. Borrower Borrowers shall pay pay, or shall cause Mortgage Borrowers to be paid pay, all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as prior to the same become due and payabledate upon which any interest or late charges shall begin to accrue thereon; provided, however, Borrower’s Mortgage Borrowers’ obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to Mortgage Borrowers comply with the terms and provisions of Section 7.2 of the Mortgage Loan Agreement or Borrowers comply with the terms and provisions of Section 7.2 hereof, if applicable. Borrower Borrowers will deliver deliver, or will cause Mortgage Borrowers to deliver, to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days delinquent. Borrowers shall furnish, or shall cause Mortgage Borrowers to furnish, to Lender receipts for the payment of the Taxes and the Other Charges prior to the date on upon which the Taxes and/or Other Charges would otherwise be delinquent if not paid (any interest or late charges shall begin to accrue thereon; provided, however, that Borrower is Mortgage Borrowers shall not be required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Mortgage Lender pursuant to Section 7.2 of the Mortgage Loan Agreement or by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidapplicable. Borrower Borrowers shall not suffer suffer, and shall not permit any other Loan Party to suffer, and shall promptly cause to be paid and discharged (or provide reasonable security for) any Lien or charge whatsoever which may be against any of the Properties, the First Mezzanine Collateral, the Second Mezzanine Collateral or become a Lien or charge against the PropertyCollateral, and shall promptly pay pay, or shall cause Mortgage Borrowers to promptly pay, for all utility services provided to any of the PropertyProperties. After prior written notice to Lender, any Borrower, at its own expense, may contest contest, or may cause each other Loan Party to contest, by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Event of Default, Mortgage Event of Default or any mortgage or deed Mezzanine Event of trust superior in lien to the MortgageDefault exists; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which such Borrower or such other Loan Party is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiic) neither any Property, the Property First Mezzanine Collateral, the Second Mezzanine Collateral, the Collateral nor any part thereof of any of the foregoing or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (ivd) such Borrower shall promptly upon final determination thereof pay pay, or shall cause such other Loan Party to pay, the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Property, the First Mezzanine Collateral, the Second Mezzanine Collateral and the Collateral; and (vif) such Borrower shall furnish furnish, or shall cause such other Loan Party to furnish, such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the First Mezzanine Collateral, the Second Mezzanine Collateral, the Collateral or any Property (or any part of any of the foregoing or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any imminent danger of the Lien of the Pledge Agreement being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as prior to the date the same become due and payabledelinquent; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes and Other Charges shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereofhereof or contests such Taxes or Other Charges pursuant to the Mortgage. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than within ten (10) days Business Days after Lender’s request. Borrower shall furnish to Lender receipts for the payment of the Taxes and the Other Charges prior to the date on which the Taxes and/or Other Charges would otherwise be same shall become delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof or Borrower is contesting same in accordance with the terms hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien (other than Permitted Encumbrance) or charge whatsoever which may be or become a Lien or charge against the PropertyProperty (other than Permitted Encumbrance), and shall promptly pay or cause to be paid for all utility services provided to the Property. After prior written notice to Lender, Borrower, or Operating Lessee, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) no Default or Event of Default has occurred and remains uncured; (ii) Borrower or Operating Lessee is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.the

Taxes and Other Charges. Borrower Borrowers shall pay or shall cause Mortgage Borrowers to be paid pay all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Collateral and the Properties, or any part thereof thereof, as the same become due and payable; provided, however, Borrower’s that Borrowers’ obligation to cause Mortgage Borrowers to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to Borrowers comply with the terms and provisions of Section 7.2 hereof. Borrower Borrowers will deliver or cause Mortgage Borrowers to deliver to Lender receipts for payment or other evidence reasonably satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid. Borrowers shall furnish or cause Mortgage Borrowers to furnish to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent, provided, however, that Borrower is Borrowers shall not be required to furnish such receipts for payment of Taxes in the event that if such Taxes have been paid by Lender pursuant to Section 7.2 hereof)hereof or otherwise by Mortgage Borrowers in connection with the Mortgage Loan Documents. If Borrower pays or causes Except to be paid all Taxes the extent being contested in accordance with and Other Charges and provides a copy subject to the terms of the receipt evidencing the payment thereof to Lenderthis Agreement, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower Borrowers shall not suffer and shall not permit Mortgage Borrowers to suffer, and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyCollateral or the Properties or part thereof, and shall promptly cause Mortgage Borrowers to pay for all utility services provided to the PropertyProperties or any part thereof. After prior written notice to Lender, BorrowerBorrowers, at its their own expense, may contest or cause Mortgage Borrowers to contest by appropriate legal proceeding, proceedings promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided provided, that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under and be conducted in accordance with with, the provisions of any other instrument to which Borrower is Borrowers or Mortgage Borrowers, or both, are subject and shall not constitute a default thereunder and thereunder; (c) such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiid) none of the Property nor Collateral, the Properties or any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lostlost as a result of such contest; (ive) Borrower Borrowers shall or shall cause Mortgage Borrowers to promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (vf) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the PropertyCollateral and the Properties; and (vig) Borrower Borrowers shall furnish or shall cause Mortgage Borrowers to furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Collateral or the Properties (or any part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage or the Pledge Agreements being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay (or cause to the appropriate taxing authority be paid) Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid, provided, however, that (i) Borrower is not required to furnish such receipts for payment of Taxes and Other Charges in the event that such Taxes and Other Charges have been paid by Lender pursuant to Section 7.2 hereof). If Borrower , and (ii) if the Tenant under a Lease pays such Taxes or causes to be paid all Taxes and Other Charges directly to the applicable authority and provides a copy Borrower timely requests and diligently pursues evidence of payment, and further provided that no enforcement action has been commenced by the receipt evidencing the payment thereof applicable authority resulting from such Tenant’s failure to pay Taxes or Other Charges, Borrower shall have an additional thirty (30) day period to provide such evidence to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties (other than Permitted Encumbrances), and shall promptly pay for or cause to be paid all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its own Borrower’s expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions no Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the no Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the any Individual Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon thereon. Notwithstanding the foregoing, a Tenant, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (provided, however, if Anchor Tenant i) such contest is conducting the contest pursuant to the Anchor Tenant permitted under such Tenant’s Lease, (ii) such proceeding shall be conducted in accordance with all applicable statutes, laws and is not ordinances; (iii) either no Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited or lost, or Borrower or Tenant shall furnish such security as may be required under in the Anchor Tenant Lease proceeding, or as may be requested by Lender, to post insure the payment of any such securityTaxes or Other Charges, then this clause together with all interest and penalties thereon; and (viiv) Tenant shall not apply)be required to promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or any Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage being primed by any related Lien (other than Permitted Encumbrances).

Taxes and Other Charges. Each Individual Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the its Individual Property or any part thereof as the same become due and payable; provided, however, each Individual Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as such Individual Borrower escrows for Taxes pursuant to taxes in accordance with the terms and provisions of Section 7.2 hereof. Each Individual Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that such Individual Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If any Individual Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then then, Lender shall reimburse Borrower, such Individual Borrower provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2Fund. Upon written request of any Individual Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide such Individual Borrower with evidence that such Taxes have been paid. No Individual Borrower shall not suffer and each Individual Borrower shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the its Individual Property, and shall promptly pay for all utility services provided to the such Individual Property. After prior written notice to Lender, an Individual Borrower, at its such Individual Borrower’s own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage[intentionally omitted]; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which such Individual Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the applicable Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) such Individual Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Individual Property; and (vi) such Individual Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or any Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay, or shall cause Mortgage Borrowers to pay (or cause tenants to be paid pay, to the extent any tenant is obligated to make such payments under its Lease) all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or Properties owned by such Mortgage Borrower, or any part thereof as the same become due and payablethereof, prior to delinquency; provided, however, Borrower’s obligation to cause Mortgage Borrowers to directly pay (or cause Mortgage Borrower’s tenant(s) to the appropriate taxing authority pay) Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant causes such Mortgage Borrower to comply with the terms and provisions of Section 7.2 hereofof the Mortgage Loan Agreement in respect of the Property or Properties owned by such Mortgage Borrower. Borrower will deliver shall furnish or caused to be furnished to Lender receipts for payment or other evidence satisfactory to Lender that for the payment of the Taxes and the Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be same shall become delinquent if not paid (provided, however, that (i) Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Mortgage Lender pursuant to Section 7.2 of the Mortgage Loan Agreement hereof). If Borrower , and (ii) if the tenant under a Lease pays such Taxes or causes to be paid all Taxes and Other Charges directly to the applicable authority and provides a copy Borrower causes such Mortgage Borrower to timely request and diligently pursue evidence of payment, and further provided that no enforcement action has been commenced by the receipt evidencing the payment thereof applicable authority resulting from such tenant’s failure to pay Taxes or Other Charges, Borrower shall have an additional thirty (30) day period to provide such evidence to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall not permit Mortgage Borrowers to suffer and shall cause Mortgage Borrowers to promptly cause to be paid pay and discharged discharge any Lien or charge whatsoever which may be or become a Lien or charge against any Property or the PropertyCollateral (other than Permitted Encumbrances), and shall promptly pay or cause Mortgage Borrowers to promptly pay for or cause to be paid all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its own expense, may contest (or cause Mortgage Borrowers to contest) by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under under, and be conducted in accordance with with, the provisions of any other instrument to which Borrower or such Mortgage Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiic) neither the Collateral or the Property or Properties owned by such Mortgage Borrower nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (ivd) Borrower shall or shall cause Mortgage Borrowers to promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the PropertyProperty or Properties owned by such Mortgage Borrower (except that if such Taxes or Other Charges must be paid sooner in order to avoid being delinquent, then Borrower shall cause such Mortgage Borrower to cause the same to be paid prior to delinquency, and upon making such payment prior to delinquency Borrower may (or may permit such Mortgage Borrower to) continue such contest); and (vif) Borrower shall furnish or cause Mortgage Borrowers to furnish such security as may be required in the proceeding, or as may be reasonably requested by LenderMortgage Lender (pursuant to the Mortgage Loan Agreement), to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or any Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage encumbering such Property being primed by any related Lien (other than Permitted Encumbrances). Notwithstanding the foregoing provisions of this Section 5.1.2, to the extent the Lease with a tenant remains in effect and such tenant remains liable for the obligations under this Lease, such tenant shall have the right to exercise any contest rights set forth in such Lease in accordance with the terms thereof and, to the extent such rights conflict or are inconsistent with the provisions of this Section 5.1.2, the provisions set forth in such Lease shall govern and control, so long as no Governmental Authority commences any enforcement action in connection with the non-payment of any Taxes or Other Charges which could result in a transfer of title to the applicable Property, and in addition Borrower shall cause the applicable Mortgage Borrower to pay any sums ultimately owed to any Governmental Authority in connection with any applicable Taxes or Other Charges (including any penalty payments, interest charges or similar monetary sums owed to such Governmental Authority).

Taxes and Other Charges. Borrower Borrowers shall pay pay, or shall cause Mortgage Borrowers to be paid pay, all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as prior to the same become due and payabledate upon which any interest or late charges shall begin to accrue thereon; provided, however, Borrower’s Mortgage Borrowers’ obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to Mortgage Borrowers comply with the terms and provisions of Section 7.2 of the Mortgage Loan Agreement or Borrowers comply with the terms and provisions of Section 7.2 hereof, if applicable. Borrower Borrowers will deliver deliver, or will cause Mortgage Borrowers to deliver, to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days delinquent. Borrowers shall furnish, or shall cause Mortgage Borrowers to furnish, to Lender receipts for the payment of the Taxes and the Other Charges prior to the date on upon which the Taxes and/or Other Charges would otherwise be delinquent if not paid (any interest or late charges shall begin to accrue thereon; provided, however, that Borrower is Mortgage Borrowers shall not be required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Mortgage Lender pursuant to Section 7.2 of the Mortgage Loan Agreement or by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidapplicable. Borrower Borrowers shall not suffer suffer, and shall not permit Mortgage Borrowers to suffer, and shall promptly cause to be paid and discharged (or provide reasonable security for) any Lien or charge whatsoever which may be against any of the Properties or become a Lien or charge against the PropertyCollateral, and shall promptly pay pay, or shall cause Mortgage Borrowers to promptly pay, for all utility services provided to any of the PropertyProperties. After prior written notice to Lender, any Borrower, at its own expense, may contest contest, or may cause Mortgage Borrowers to contest, by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Event of Default, Mortgage Event of Default or any mortgage or deed Mezzanine Event of trust superior in lien to the MortgageDefault exists; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which such Borrower or Mortgage Borrowers is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiic) neither any Property, the Property Collateral nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (ivd) such Borrower shall promptly upon final determination thereof pay pay, or shall cause Mortgage Borrowers to pay, the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Propertyapplicable Property and the Collateral; and (vif) such Borrower shall furnish furnish, or shall cause Mortgage Borrowers to furnish, such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Collateral or any Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any imminent danger of the Lien of the Pledge Agreement being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days delinquent. Borrower shall furnish to Lender receipts for the payment of the Taxes and the Other Charges prior to the date on which the Taxes and/or Other Charges would otherwise be same shall become delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged (or provide reasonable security for) any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) no Event of Default exists; (b) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (iic) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiid) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (ive) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (vf) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vig) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage being primed by any related Lien.

Taxes and Other Charges. Subject to Borrower’s right to contest the same in accordance with the terms of this Section 5.1.2, Borrower shall pay, or shall cause Mortgage Borrower or Baltimore Owner to pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower and Baltimore Owner to directly pay to the appropriate taxing authority Taxes and Other Charges shall be suspended for so long as Mortgage Borrower escrows for Taxes pursuant to and Baltimore Owner comply with the terms and provisions of Section 7.2 hereofof the Mortgage Loan Agreement. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence reasonably satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid. Borrower shall furnish, or cause to be furnished, to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays hereof or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Mortgage Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereofof the Mortgage Loan Agreement. Except for Permitted Encumbrances, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall not permit Mortgage Borrower or Baltimore Owner to suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties, and shall promptly pay for or cause to be paid all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its own or Mortgage Borrower’s or Baltimore Owner’s expense, may contest or cause Mortgage Borrower or Baltimore Owner to contest, by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) no Event of Default has occurred and remains uncured; (b) Mortgage Borrower and Baltimore Owner is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the applicable Mortgage; (iic) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower, Mortgage Borrower is and Baltimore Owner are subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiid) neither the Collateral nor any part thereof or interest therein nor the Senior Mezzanine Collateral nor any part thereof or interest therein nor any Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (ive) Borrower shall or shall cause Mortgage Borrower or Baltimore Owner to, promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (vf) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Propertyapplicable Individual Property or the Collateral; and (vig) Borrower shall or shall cause Mortgage Borrower or Baltimore Owner to furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (thereon; provided, however, if Anchor Tenant is conducting the contest pursuant such deposit shall be waived to the Anchor Tenant Lease, and extent that Mortgage Borrower is not required to make such deposit with Mortgage Lender under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)Mortgage Loan. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedfinally established or any Individual Property or the Senior Mezzanine Collateral (or part thereof or interest therein) or the Collateral (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost.

Taxes and Other Charges. (a) Subject to Section 4.5(b), Borrower shall cause Mortgage Borrower to pay (or cause to be paid paid) all Taxes and Other Charges now or hereafter levied or assessed or imposed against the each Individual Property or any part thereof as the same become due and payablepayable (except with respect to any Waived Tax Deposit Property (as defined in the Mortgage Loan Agreement) whenever there is not a Borrower Tax Period (as defined in the Mortgage Loan Agreement) with respect to such Waived Tax Deposit Property (as defined in the Mortgage Loan Agreement)); provided, however, prior to the occurrence and continuance of a Mortgage Event of Default, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant causes Mortgage Borrower to comply with the terms and provisions of Section 7.2 hereof8.6 of the Mortgage Loan Agreement. Except with respect to the Waived Tax Deposit Properties whenever there is not a Borrower will deliver Tax Period with respect to such Waived Tax Deposit Property, Borrower shall or shall cause Mortgage Borrower to furnish to Lender receipts for the payment or other evidence satisfactory to Lender that of the Taxes and the Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be same shall become delinquent if not paid (provided, however, that Borrower is not required to furnish (or cause to be furnished) such receipts for payment of Taxes in the event that such Taxes have been paid by Mortgage Lender pursuant to Section 7.2 hereof8.6 of the Mortgage Loan Agreement). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant Subject to Section 7.2. Upon written request of Borrower4.5(b), if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not permit Mortgage Borrower to suffer and shall promptly cause Mortgage Borrower to cause to be paid and discharged any Lien lien or charge whatsoever relating to or arising from Taxes or Other Charges which may be or become a Lien lien or charge against the any Individual Property (or any portion thereof) (except with respect to any Waived Tax Deposit Property whenever there is not a Borrower Tax Period with respect to such Waived Tax Deposit Property), and shall promptly pay for all utility services provided to each Individual Property (or any portion thereof) (except with respect to a Triple Net Leased Property). Borrower shall cause Mortgage Borrower to use commercially reasonable efforts to cause the Tenant with respect to any Waived Tax Deposit Property (whenever there is not a Borrower Tax Period with respect to such Waived Tax Deposit Property. ) to pay and discharge any lien or charge relating to or arising from Taxes or Other Charges which may be or become a lien or charge against such Waived Tax Deposit Property (or portion thereof) (whenever there is not a Borrower Tax Period with respect to such Waived Tax Deposit Property) and shall cause Mortgage Borrower to use commercially reasonable efforts to cause each Tenant with respect to each Triple Net Leased Property to promptly pay all utility services provided to each Triple Net Leased Property. (b) After prior written notice to Lender, BorrowerBorrower may cause Mortgage Borrower to, at its own expense, may contest (or permit to be contested) by appropriate legal proceeding, promptly initiated proceeding and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions no Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Mortgage Borrower is subject and shall not constitute a default thereunder and such proceeding shall be permitted by and conducted in accordance with all applicable statutes, laws and ordinancesLegal Requirements; (iii) neither the applicable Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled canceled or lost; (iv) Borrower shall cause Mortgage Borrower to promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Individual Property; and (vi) in the event that Mortgage Borrower has not complied with the correlative provision in the Mortgage Loan Agreement and neither Mezzanine Borrower has complied with the correlative provisions of the applicable Mezzanine Loan Documents, Borrower shall, or shall cause Mortgage Borrower, to furnish such security as may be required in the proceeding, or deliver to Lender such reserve deposits as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished by the applicable government authority or, in the judgment of Lender, the applicable Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, canceled or lost or there shall be any danger of the lien of the Security Instrument being primed by any related lien.

Taxes and Other Charges. Borrower Borrowers shall pay pay, or shall cause Mortgage Borrowers to be paid pay, all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as prior to the same become due and payabledate upon which any interest or late charges shall begin to accrue thereon; provided, however, Borrower’s Mortgage Borrowers’ obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to Mortgage Borrowers comply with the terms and provisions of Section 7.2 of the Mortgage Loan Agreement or Borrowers comply with the terms and provisions of Section 7.2 hereof, if applicable. Borrower Borrowers will deliver deliver, or will cause Mortgage Borrowers to deliver, to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days delinquent. Borrowers shall furnish, or shall cause Mortgage Borrowers to furnish, to Lender receipts for the payment of the Taxes and the Other Charges prior to the date on upon which the Taxes and/or Other Charges would otherwise be delinquent if not paid (any interest or late charges shall begin to accrue thereon; provided, however, that Borrower is Mortgage Borrowers shall not be required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Mortgage Lender pursuant to Section 7.2 of the Mortgage Loan Agreement or by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidapplicable. Borrower Borrowers shall not suffer suffer, and shall not permit any other Loan Party to suffer, and shall promptly cause to be paid and discharged (or provide reasonable security for) any Lien or charge whatsoever which may be against any of the Properties, the First Mezzanine Collateral or become a Lien or charge against the PropertyCollateral, and shall promptly pay pay, or shall cause Mortgage Borrowers to promptly pay, for all utility services provided to any of the PropertyProperties. After prior written notice to Lender, any Borrower, at its own expense, may contest contest, or may cause each other Loan Party to contest, by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Event of Default, Mortgage Event of Default or any mortgage or deed Mezzanine Event of trust superior in lien to the MortgageDefault exists; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which such Borrower or such other Loan Party is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiic) neither any Property, the Property First Mezzanine Collateral, the Collateral nor any part thereof of any of the foregoing or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (ivd) such Borrower shall promptly upon final determination thereof pay pay, or shall cause such other Loan Party to pay, the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Property, the First Mezzanine Collateral and the Collateral; and (vif) such Borrower shall furnish furnish, or shall cause such other Loan Party to furnish, such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the First Mezzanine Collateral, the Collateral or any Property (or any part of any of the foregoing or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any imminent danger of the Lien of the Pledge Agreement being primed by any related Lien.

Taxes and Other Charges. Subject to Borrower’s right to contest the same in accordance with the terms of this Section 5.1.2, Borrower shall pay, or shall cause Xxxxxx Mortgage Borrower to pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Xxxxxx Mortgage Borrower to directly pay to the appropriate taxing authority Taxes and Other Charges shall be suspended for so long as Xxxxxx Mortgage Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence reasonably satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid. Borrower shall furnish, or cause to be furnished, to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to LenderExcept for Permitted Encumbrances, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall not permit Xxxxxx Mortgage Borrower to suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties, and shall promptly pay for or cause to be paid all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its own or Xxxxxx Mortgage Borrower’s expense, may contest or cause Xxxxxx Mortgage Borrower to contest, by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) no Event of Default has occurred and remains uncured; (b) Xxxxxx Mortgage Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the applicable Mortgage; (iic) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is Borrower, Xxxxxx Borrowers and Xxxxxx Cushion Entity are subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiid) neither the Collateral nor any Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.;

Taxes and Other Charges. Borrower shall pay, or shall cause its Tenant(s) to pay or cause (to be paid the extent any Tenant is obligated to make such payments under its Lease) all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Property, or any part thereof thereof, as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid; provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes Provided the Significant Tenant under a Significant Leases is obligated to be paid all pay Taxes and Other Charges for the tax parcel which comprises the premises demised under such Significant Tenant’s Significant Lease and provides a copy of the receipt evidencing the such Significant Lease remains in full force and effect, Borrower will deliver to Lender receipts for payment thereof or other evidence satisfactory to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request and Other Charges with respect such portion of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes the Property have been so paid within five (5) Business Days of receipt of same from the applicable Significant Tenant but in no event later than ten (10) days after the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under under, and be conducted in accordance with with, the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiic) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (ivd) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the PropertyProperty (except that if such Taxes or Other Charges must be paid sooner in order to avoid being delinquent, then Borrower shall cause the same to be paid prior to delinquency, and upon making such payment prior to delinquency Borrower may continue such contest); and (vif) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Security Instrument being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay pay, or shall cause Mortgage Borrower to be paid pay, all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as prior to the same date such amounts would become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower to directly pay to the appropriate taxing authority Taxes and Other Charges shall be suspended for so long as Mortgage Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof6.2 of the Mortgage Loan Agreement. Borrower will deliver deliver, or cause to be delivered to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid paid. Borrower shall furnish, or cause to be furnished, to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Mortgage Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy 6.2 of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidMortgage Loan Agreement). Borrower shall not suffer and shall not permit Mortgage Borrower to suffer and shall promptly cause Mortgage Borrower to be paid promptly pay and discharged discharge any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for for, or cause to be paid, all utility services provided to the Property. After prior written notice to Lender, Borrower, at its or Mortgagor Borrower’s own expense or at Mezzanine A Borrower’s own expense, as applicable, may contest or cause Mezzanine A Borrower or Mortgage Borrower, as applicable, to contest, by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.Borrower,

Taxes and Other Charges. Borrower shall pay or cause Mortgage Borrower to be paid pay all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Property, or any part thereof thereof, as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as to the extent that Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 7.1 hereof. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid; provided, however, that Borrower is not required to furnish or cause to be furnished such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 7.1 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause Mortgage Borrower to be paid pay and discharged discharge any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperty and that is prohibited in accordance with Section 5.2.2 hereof, and shall to promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest (or cause mortgage Borrower to contest) by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) no Default or Event of Default has occurred and remains uncured; (b) Borrower is and Mortgage Borrower are permitted to do so contest same under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (iic) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower or Mortgage Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiid) neither the Collateral, the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled canceled or lost; (ive) Borrower shall or shall cause Mortgage Borrower to promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (vf) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vig) Borrower shall or shall cause Mortgage Borrower to furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or any part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage being primed by any related Lien.

Taxes and Other Charges. Each Individual Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the its Individual Property or any part thereof as the same become due and payable; provided, however, each Individual Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as such Individual Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Each Individual Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid paid. Each Individual Borrower shall furnish to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent (provided, however, that such Individual Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If any Individual Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then then, Lender shall reimburse Borrower, such Individual Borrower provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2Reserve Fund. Upon written request of any Individual Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide such Individual Borrower with evidence that such Taxes have been paid. No Individual Borrower shall not suffer and each Individual Borrower shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the its Individual Property, and shall promptly pay for all utility services provided to the such Individual Property. After prior written notice to Lender, an Individual Borrower, at its such Individual Borrower’s own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) such Individual Borrower is permitted to do so under the provisions of any mortgage or mortgage, deed of trust, indemnity deed of trust or deed to secure debt superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which such Individual Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the applicable Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) such Individual Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Individual Property; and (vi) such Individual Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or any Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay or cause to the appropriate taxing authority be paid Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid; provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties other than Permitted Encumbrances, and shall promptly pay or cause to be paid for all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any applicable material other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinancesLegal Requirements; (iiic) the no Individual Property nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (ivd) Borrower shall promptly upon final receipt of a final, non-appealable determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Individual Property; and (vif) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender (or Servicer on its behalf) may pay over any such cash deposit or part thereof held by Lender (or Servicer on its behalf) to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or any Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of any Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower Mortgagor shall pay or cause to be paid all Taxes taxes of every kind and Other Charges nature (including real and personal property, income, gross receipts, franchise, profits, sales and withholding taxes), all general and special assessments, water and sewer rents and charges, and all levies, permits, inspection and license fees and other public charges now or hereafter levied or assessed or imposed against the Mortgaged Property as liens or any part thereof assessments (hereinafter individually called a “Tax” and collectively the “Taxes”) as the same shall become due and payablepayable from time to time and before interest or penalties accrue thereon; provided, however, Borrower’s obligation that Mortgagor shall not be required to directly pay any Tax to the appropriate taxing authority Taxes shall be suspended for extent that nonpayment thereof is permitted while the validity thereof is being contested, so long as Borrower escrows (a) Mortgagor notifies Mortgagee in writing of intention to contest the validity thereof, (b) the validity thereof is being contested in good faith by Mortgagor and (c) Mortgagor deposits with Mortgagee if Mortgagee Exhibit 10.9 so requests an amount deemed sufficient to make such payment if the contest is unsuccessful. Notwithstanding the foregoing, Mortgagor shall under no circumstances permit the Mortgaged Property to be sold or advertised for Taxes pursuant sale for nonpayment of any Tax. Subject to the terms and provisions of Section 7.2 hereof. Borrower will Mortgagor’s right to contest any Tax as hereinabove provided, Mortgagor shall deliver to Lender Mortgagee receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in of such Tax on or before the last day on which any Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to may be paid and discharged any Lien without interest or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any soon thereafter as such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedreceipts are available.

Taxes and Other Charges. Borrower shall pay pay, or shall cause Mortgage Borrower and Maryland Owner to be paid pay, all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower and Maryland Owner to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Mortgage Borrower escrows for Taxes pursuant to and Maryland Owner comply with the terms and provisions of Section 7.2 hereofof the Mortgage Loan Agreement. Borrower will deliver deliver, or cause to be delivered, to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidMortgage Loan Agreement). Borrower shall not suffer and shall promptly cause Mortgage Borrower and Maryland Owner to be paid promptly pay and discharged discharge any Lien or charge whatsoever which may be or become a Lien or charge against the any Individual Property, and shall promptly pay for for, or cause to be paid, all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its or Mortgage Borrower’s or Maryland Owner’s own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the permit Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.

Taxes and Other Charges. Borrower shall pay pay, or shall cause Mortgage Borrower to be paid pay, all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Mortgage Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereofof the Mortgage Loan Agreement or contests such Taxes or Other Charges pursuant to Section 5.1.2 of the Mortgage Loan Agreement. Borrower will deliver deliver, or cause to be delivered to Lender receipts for payment or other evidence reasonably satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid paid. Borrower shall furnish, or cause to be furnished, to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidMortgage Loan Agreement). Borrower shall not suffer and shall not permit Mortgage Borrower to suffer and shall promptly cause Mortgage Borrower to be paid promptly pay and discharged discharge any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties, and shall promptly pay for for, or cause to be paid, all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its or Mortgage Borrower’s own expense, may contest or cause Mortgage Borrower to contest, by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) no Default or Event of Default has occurred and remains uncured; (ii) Mortgage Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the applicable Mortgage; (iiiii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is and Mortgage Borrower are subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiiiv) neither the Collateral nor any Individual Property nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.;

Taxes and Other Charges. Each Individual Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the its Individual Property or any part thereof as the same become due and payable; provided, however, each Individual Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as such Individual Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Each Individual Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that such Individual Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If any Individual Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then then, Lender shall reimburse Borrower, such Individual Borrower provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2Fund. Upon written request of any Individual Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide such Individual Borrower with evidence that such Taxes have been paid. No Individual Borrower shall not suffer and each Individual Borrower shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the its Individual Property, and shall promptly pay for all utility services provided to the such Individual Property. After prior written notice to Lender, an Individual Borrower, at its such Individual Borrower’s own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the MortgageIntentionally omitted; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which such Individual Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the applicable Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) such Individual Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Individual Property; and (vi) such Individual Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or any Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage being primed by any related Lien.

Taxes and Other Charges. (a) Subject to Borrower’s right to contest in accordance with Section 4.5(b) below, Borrower shall pay (or cause to be paid paid) all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as prior to the same become due and payablebecoming delinquent or penalties or fees accruing thereon; provided, however, prior to the occurrence and continuance of an Event of Default, Borrower’s obligation to directly pay to Taxes at the appropriate taxing authority Taxes Plaza del Sol Property and the Individual Continental Properties only shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 8.6 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are shall, not then delinquent no later than ten (10) days Business Days after receipt of written request from Lender, furnish to Lender receipts for the payment of the Taxes and the Other Charges prior to the date on which the Taxes and/or Other Charges would otherwise be same shall become delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 8.6 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien lien or charge whatsoever which may be or become a Lien lien or charge against the PropertyProperty (or any portion thereof), other than Permitted Encumbrances, and shall promptly pay for or cause to be paid all utility services provided to the Property. Property (or any portion thereof). (b) After prior written notice to LenderLender (provided, that, prior written notice shall not be required if such Taxes or Other Charges being contested have been paid in full), Borrower, at its own expense, may contest (or permit to be contested) by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions no Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be permitted by and conducted in accordance with all applicable statutes, laws and ordinancesLegal Requirements; (iii) neither the applicable Individual Property nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled canceled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Individual Property; and (vi) to the extent that the aggregate amount reasonably determined to cause Borrower’s compliance with such Taxes and Other Charges exceeds $500,000, Borrower shall furnish such security as may be required in the proceeding, or deliver to Lender such reserve deposits as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the applicable Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, canceled or lost or there shall be any danger of the lien of the Security Instrument being primed by any related lien.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended if Borrower has deposited amounts for so long as Borrower escrows for the payment of such Taxes into the Tax and Insurance Escrow Funds pursuant to the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund Funds and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the MortgageSecurity Instrument; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the Property nor any part thereof or interest therein will be in immediate danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in imminent danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Security Instrument being primed by any related Lien other than a Lien in respect of Taxes being contested in accordance with the provisions of this Section 5.1.2. Provided no Event of Default then exists, any security deposited with Lender pursuant to this Section 5.1.2 may be used to satisfy the related Taxes or Other Charges with any excess after the satisfaction of same to be returned to Borrower.

Taxes and Other Charges. Borrower Grantor shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; providedPROVIDED, howeverHOWEVER, Borrower’s Grantor's obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to Grantor complies with the terms and provisions of Section 7.2 hereof. Borrower Grantor will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (providedPROVIDED, howeverHOWEVER, that Borrower Grantor is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower Grantor pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse BorrowerGrantor, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of BorrowerGrantor, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower Grantor with evidence that such Taxes have been paid. Borrower Grantor shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, BorrowerGrantor, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower Grantor is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower Grantor is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower Grantor shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower Grantor shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.

Taxes and Other Charges. Subject to Borrower’s right to contest the same in accordance with the terms of this Section 5.1.2, Borrower shall pay, or shall cause Mortgage Borrower or Baltimore Owner to pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower and Baltimore Owner to directly pay to the appropriate taxing authority Taxes and Other Charges shall be suspended for so long as Mortgage Borrower escrows for Taxes pursuant to and Baltimore Owner comply with the terms and provisions of Section 7.2 hereofof the Mortgage Loan Agreement. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence reasonably satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid. Borrower shall furnish, or cause to be furnished, to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays hereof or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Mortgage Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereofof the Mortgage Loan Agreement. Except for Permitted Encumbrances, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall not permit Mortgage Borrower or Baltimore Owner to suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties, and shall promptly pay for or cause to be paid all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its own or Mortgage Borrower’s or Baltimore Owner’s expense, may contest or cause Mortgage Borrower or Baltimore Owner to contest, by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) no Event of Default has occurred and remains uncured; (b) Mortgage Borrower and Baltimore Owner is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the applicable Mortgage; (iic) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower, Mortgage Borrower is and Baltimore Owner are subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiid) neither the Collateral nor any part thereof or interest therein nor any Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (ive) Borrower shall or shall cause Mortgage Borrower or Baltimore Owner to, promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (vf) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Propertyapplicable Individual Property or the Collateral; and (vig) Borrower shall or shall cause Mortgage Borrower or Baltimore Owner to furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (thereon; provided, however, if Anchor Tenant is conducting the contest pursuant such deposit shall be waived to the Anchor Tenant Lease, and extent that Mortgage Borrower is not required to make such deposit with Mortgage Lender under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)Mortgage Loan. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedfinally established or any Individual Property or the Collateral (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid paid. Borrower shall furnish to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, Borrower provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2Fund. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its Borrower’s own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or mortgage, deed of trust, indemnity deed of trust or deed to secure debt superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the Property nor any part thereof or interest 90526285v7 therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower Borrowers shall pay pay, or shall cause Mortgage Borrowers to be paid pay, all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as prior to the same become due and payabledate upon which any interest or late charges shall begin to accrue thereon; provided, however, Borrower’s Mortgage Borrowers’ obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to Mortgage Borrowers comply with the terms and provisions of Section 7.2 of the Mortgage Loan Agreement or Borrowers comply with the terms and provisions of Section 7.2 hereof, if applicable. Borrower Borrowers will deliver deliver, or will cause Mortgage Borrowers to deliver, to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days delinquent. Borrowers shall furnish, or shall cause Mortgage Borrowers to furnish, to Lender receipts for the payment of the Taxes and the Other Charges prior to the date on upon which the Taxes and/or Other Charges would otherwise be delinquent if not paid (any interest or late charges shall begin to accrue thereon; provided, however, that Borrower is Mortgage Borrowers shall not be required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Mortgage Lender pursuant to Section 7.2 of the Mortgage Loan Agreement or by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidapplicable. Borrower Borrowers shall not suffer suffer, and shall not permit Mortgage Borrowers to suffer, and shall promptly cause to be paid and discharged (or provide reasonable security for) any Lien or charge whatsoever which may be against any of the Properties or become a Lien or charge against the PropertyCollateral, and shall promptly pay pay, or shall cause Mortgage Borrowers to promptly pay, for all utility services provided to any of the PropertyProperties. After prior written notice to Lender, any Borrower, at its own expense, may contest contest, or may cause Mortgage Borrowers to contest, by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Event of any mortgage Default, Mortgage Event of Default or deed Mezzanine Event of trust superior in lien to the MortgageDefault exists; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which such Borrower or Mortgage Borrowers is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiic) neither any Property, the Property Collateral nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (ivd) such Borrower shall promptly upon final determination thereof pay pay, or shall cause Mortgage Borrowers to pay, the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Propertyapplicable Property and the Collateral; and (vif) such Borrower shall furnish furnish, or shall cause Mortgage Borrowers to furnish, such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Collateral or any Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any imminent danger of the Lien of the Pledge Agreement being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or cause Mortgage Borrower to be paid pay, all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation prior to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to the terms and provisions of Section 7.2 hereofdelinquency thereof. Borrower will deliver shall furnish, or cause to be furnished, to Lender receipts for payment receipts, or other evidence satisfactory to Lender that for the payment of the Taxes and the Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be same shall become delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been are being paid by Mortgage Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidMortgage Loan Agreement). Borrower shall not suffer and shall not permit Mortgage Borrower to suffer and shall promptly cause Mortgage Borrower to be paid promptly pay and discharged discharge any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties, and shall promptly pay for all utility services provided to the PropertyProperties. After prior written notice to Lender, BorrowerBorrower may, at its own expenseor may cause Mortgage Borrower to, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions no Event of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under Default has occurred and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.remains uncured;

Taxes and Other Charges. Borrower shall pay pay, or shall cause Mortgage Borrower and Maryland Owner to be paid pay, all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower and Maryland Owner to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Mortgage Borrower escrows for Taxes pursuant to and Maryland Owner comply with the terms and provisions of Section 7.2 hereofof the Mortgage Loan Agreement. Borrower will deliver deliver, or cause to be delivered, to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidMortgage Loan Agreement). Borrower shall not suffer and shall promptly cause Mortgage Borrower and Maryland Owner to be paid promptly pay and discharged discharge any Lien or charge whatsoever which may be or become a Lien or charge against the any Individual Property, and shall promptly pay for for, or cause to be paid, all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its or Mortgage Borrower’s or Maryland Owner’s own expense, may contest or permit Mortgage Borrower or Maryland Owner to contest, by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.-52-

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; providedPROVIDED, howeverHOWEVER, Borrower’s 's obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which Which the Taxes and/or Other Charges would otherwise be delinquent if not paid (providedPROVIDED, howeverHOWEVER, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any 37 mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, terminated cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.

Taxes and Other Charges. Borrower shall pay or shall cause Mortgage Borrower to pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower to directly pay or cause to the appropriate taxing authority be paid Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid. Borrower shall furnish or cause to be furnished to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) permit Mortgage Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not applysuffer). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.

Taxes and Other Charges. Borrower shall pay, or shall cause its Tenant(s) to pay or cause (to be paid the extent any Tenant is obligated to make such payments under its Lease) all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Property, or any part thereof thereof, as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid; provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes Provided the Anchor Tenant under an Anchor Lease is obligated to be paid all pay Taxes and Other Charges for the tax parcel which comprises the premises demised under such Anchor Tenant’s Anchor Lease and provides a copy of the receipt evidencing the such Anchor Lease remains in full force and effect, Borrower will deliver to Lender receipts for payment thereof or other evidence satisfactory to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request and Other Charges with respect such portion of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes the Property have been so paid within five (5) Business Days of receipt of same from the applicable Anchor Tenant but in no event later than ten (10) days after the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under under, and be conducted in accordance with with, the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiic) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (ivd) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the PropertyProperty (except that if such Taxes or Other Charges must be paid sooner in order to avoid being delinquent, then Borrower shall cause the same to be paid prior to delinquency, and upon making such payment prior to delinquency Borrower may continue such contest); and (vif) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Security Instrument being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as prior to the date the same become due and payabledelinquent; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes and Other Charges shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereofhereof or contests such Taxes or Other Charges pursuant to the Mortgage. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than within ten (10) days Business Days after Lender’s request. Borrower shall furnish to Lender receipts for the payment of the Taxes and the Other Charges prior to the date on which the Taxes and/or Other Charges would otherwise be same shall become delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof or Borrower is contesting same in accordance with the terms hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien (other than Permitted Encumbrance) or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.the

Taxes and Other Charges. Borrower Mortgagor shall pay or cause to be paid all Taxes taxes of every kind and Other Charges nature (including real and personal property, income, gross receipts, franchise, profits, sales and withholding taxes), all general and special assessments, water and sewer rents and charges, and all levies, permits, inspection and license fees and other public charges now or hereafter levied or assessed or imposed against the Mortgaged Property as liens or any part thereof assessments (hereinafter individually called a "Tax" and collectively the "Taxes") as the same shall become due and payablepayable from time to time and before interest or penalties accrue thereon; provided, however, Borrower’s obligation that Mortgagor shall not be required to directly pay any Tax to the appropriate taxing authority Taxes shall be suspended for extent that nonpayment thereof is permitted while the validity thereof is being contested, so long as Borrower escrows (a) Mortgagor notifies Mortgagee in writing of its intention to contest the validity thereof, (b) the validity thereof is being contested in good faith by Mortgagor and (c) Mortgagor deposits with Mortgagee if Mortgagee so requests an amount deemed sufficient to make such payment if the contest is unsuccessful. Notwithstanding the foregoing, Mortgagor shall under no circumstances permit the Mortgaged Property to be sold or advertised for Taxes pursuant sale for nonpayment of any Tax. Mortgagor shall not apply for or claim any deduction from the taxable value of the Mortgaged Property because of the existence of this Mortgage, subject to the terms and provisions of Section 7.2 hereofMortgagor's right to contest any Tax as hereinabove provided. Borrower will Mortgagor shall deliver to Lender Mortgagee receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in of such Tax on or before the last day on which any Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to may be paid and discharged any Lien without interest or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any soon thereafter as such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedreceipts are available.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay or cause to the appropriate taxing authority be paid Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid; provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties other than Permitted Encumbrances, and shall promptly pay or cause to be paid for all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any applicable material other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinancesLegal Requirements; (iiic) the no Individual Property nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (ivd) Borrower shall promptly upon final receipt of a final, non-appealable determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Individual Property; and (vif) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or any Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of any Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower Borrowers shall pay or cause Mortgage Borrower to be paid pay all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s that Borrowers’ obligation to directly pay or cause Mortgage Borrower to the appropriate taxing authority pay Taxes shall be suspended for so long as Borrower escrows for to the extent that funds to pay such Taxes have been deposited with Lender pursuant to Section 6.2 hereof or with Mortgage Lender pursuant to the terms and provisions of Section 7.2 hereofany of the Mortgage Loan Documents. Borrower will deliver Borrowers shall furnish or cause to be furnished to Lender receipts for the payment or other evidence satisfactory to Lender that of the Taxes and the Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (same shall become delinquent; provided, however, that Borrower is Borrowers are not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays 6.2 hereof or causes by Mortgage Lender pursuant to be paid all Taxes and Other Charges and provides a copy the terms of any of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2Mortgage Loan Documents. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower Borrowers shall not permit or suffer and shall promptly discharge or cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge (other than Permitted Encumbrances) against the Property, and shall promptly pay for all utility services provided to the Propertyby payment, bonding or otherwise. After prior written notice to Lender, BorrowerBorrowers, at its their own expense, may contest or cause to be contested by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower no Default or Event of Default has occurred and is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgagecontinuing; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinancesLegal Requirements; (iiic) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.canceled or

Taxes and Other Charges. Each Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the related Individual Property or any part thereof as the same become due and payableprior to delinquency; provided, however, such Borrower’s and IDOT Guarantor’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows the reserves for Taxes same are adequately maintained pursuant to the terms and provisions of Section 7.2 hereof. Borrower will deliver and will cause IDOT Guarantor to deliver, to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid. Borrower shall furnish and cause IDOT Guarantor to furnish to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer nor permit IDOT Guarantor to suffer and each Borrower shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties, and shall promptly pay for all utility services provided to the PropertyProperties. After Notwithstanding the foregoing, after prior written notice to Lender, each Borrower, at its own expense, may contest or permit IDOT Guarantor to contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) no Default or Event of Default has occurred and remains uncured; (b) such Borrower or IDOT Guarantor is permitted to do so contest same under the provisions of any mortgage or deed of trust superior in lien to the applicable Mortgage; (iic) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which such Borrower or IDOT Guarantor is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiid) the no Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (ive) such Borrower shall promptly upon final determination thereof pay pay, or cause IDOT Guarantor to pay, the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (vf) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Individual Property; and (vig) such Borrower shall furnish furnish, or cause IDOT Guarantor to furnish, such security as may be required in the proceeding, or as may be reasonably requested by Lender (or bonded in a manner and with a counterparty reasonably acceptable to Lender), to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable good faith judgment of Lender, the entitlement of such claimant is establishedestablished or any Individual Property (or any part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of any Mortgage being primed by any related Lien.

Taxes and Other Charges. (a) Borrower shall or shall cause Mortgage Loan Borrowers and Maryland Owner (as applicable) to pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the each Individual Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Loan Borrowers or Maryland Owner to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to Mortgage Loan Borrowers and Maryland Owner comply with the related terms and provisions of Section 7.2 hereofthe Mortgage Loan Documents. Borrower will deliver shall cause Mortgage Loan Borrowers and Maryland Owner to furnish to Lender receipts for the payment or other evidence satisfactory to Lender that of the Taxes and the Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be same shall become delinquent if not paid (provided, however, that Borrower is not required to cause Mortgage Loan Borrowers or Maryland Owner to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Xxxxx Fargo Mortgage Loan Lender pursuant to Section 7.2 hereofthe related terms and provisions of the Xxxxx Fargo Mortgage Loan Documents). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to LenderExcept as permitted in Section 5.4(b) below, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall cause Mortgage Loan Borrowers and Maryland Owner to not suffer and shall promptly cause Mortgage Loan Borrowers or Maryland Owner to be paid pay and discharged discharge any Lien or charge whatsoever which may be or become a Lien or charge against the any Individual Property, and shall cause Mortgage Loan Borrowers or Maryland Owner to promptly pay for all utility services provided to the each Individual Property. . (b) After prior written notice to LenderLender (except in connection with tax certiorari proceedings commenced in the ordinary course of business which shall not require prior written notice to Lender but shall be subject to the other provisions of this Section 5.4(b)), Borrower, at its own expense, may permit Mortgage Loan Borrowers or Maryland Owner to contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other ChargesCharges or any Liens, provided that (i) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is Borrower, Mortgage Loan Borrowers or Maryland Owner are subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinancesLegal Requirements; (iii) neither the related Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled canceled or lost; (iv) Borrower shall cause Mortgage Loan Borrowers or Maryland Owner to promptly upon final determination thereof pay the amount of any such Taxes Taxes, Other Charges or Other Chargesany Liens, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Taxes, Other Charges or any Liens from the Property; and (vi) Borrower shall cause Mortgage Loan Borrowers or Maryland Owner to furnish such security as may be required in the proceeding, or deliver to Lender such reserve deposits as may be reasonably requested by Lender (taking into account reserves required by any Mortgage Loan Lender), to insure the payment of any such Taxes Taxes, Other Charges or Other Chargesany Liens, together with all interest and penalties thereon (providedunless Borrower has caused Mortgage Loan Borrowers or Maryland Owner to have paid all of the Taxes, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required Other Charges or any Liens under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not applyprotest). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the related Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, canceled or lost or there shall be any danger of the Lien of the Mortgage Loan Documents being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay, or shall cause its Tenant(s) to pay or cause (to be paid the extent any Tenant is obligated to make such payments under its Lease), all Property Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Property, or any part thereof thereof, as the same become due and payablepayable (and with respect to Property Taxes, prior to the date the same become delinquent); provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Property Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 7.1 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Property Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Property Taxes and/or Other Charges would otherwise be delinquent if not paid (paid; provided, however, that Borrower is not required to furnish such receipts for payment of Property Taxes in the event that such Property Taxes have been paid by Lender pursuant to Section 7.2 7.1 hereof). If Borrower pays or causes Subject to be paid all Taxes the terms of this Section 5.1.2 and Other Charges and provides a copy of the receipt evidencing the payment thereof to LenderSection 5.2.2, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever whatsoever, which may be or become a Lien or charge against the PropertyProperty or any portion thereof (other than Permitted Encumbrances), and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Property Taxes or Other Charges, ; provided that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under under, and be conducted in accordance with with, the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiic) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (ivd) Borrower shall promptly upon final determination thereof pay the amount of any such Property Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Property Taxes or Other Charges from the PropertyProperty (except that if such Property Taxes or Other Charges must be paid sooner in order to avoid being delinquent, then Borrower shall cause the same to be paid prior to delinquency, and upon making such payment prior to delinquency Borrower may continue such contest); and (vif) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Property Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Security Instrument being primed by any related Lien.

Taxes and Other Charges. (a) Except as required by applicable law, all payments and reimbursements to Lender made under any Loan Document shall be free and clear of and without deduction or withholding for all taxes, levies, imposts, deductions, assessments, charges or withholdings, and all liabilities with respect thereto of any nature whatsoever (“Taxes”), excluding (i) Taxes to the extent imposed on Lender’s net income, (ii) franchise Taxes and (iii) U.S. federal backup withholding Taxes ((i), (ii) and (iii) collectively “Excluded Taxes”). If Borrower shall be required by any applicable law to deduct or withhold any such Taxes from or in respect of any sum payable under any Loan Document to Lender, then Borrower shall be entitled to make such deduction or withholding and timely pay the full amount deducted or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay withheld to the appropriate taxing authority Taxes relevant Governmental Authority in accordance with applicable law and, if such Tax is an Indemnified Tax, the sum payable to Lender shall be suspended for increased as may be necessary so long as Borrower escrows for Taxes pursuant that, after making all required deductions or withholdings of Indemnified Taxes, Lender receives an amount equal to the terms and provisions of Section 7.2 hereof. Borrower will sum it would have received had no such Indemnified Taxes been deducted or withheld. (b) Lender shall deliver to Lender receipts for payment Borrower, on or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to about the date on which Lender becomes a Lender under this Agreement (and from time to time thereafter upon the reasonable request of Borrower) properly completed and executed copies of IRS Form W-9 certifying that Lender is exempt from U.S. federal backup withholding Tax. (c) If Lender receives a refund of any Taxes and/or Other Charges would otherwise be delinquent if not as to which it has been “grossed-up” pursuant to Section 6.13(a), it shall pay to Borrower an amount equal to such refund, without interest (other than any interest paid (providedby the relevant Governmental Authority with respect to such refund). Borrower, howeverupon the request of Lender, that Borrower is not required shall repay to furnish such receipts for payment of Taxes Lender the amount paid over pursuant to this Section 6.13(c) in the event that Lender is required to repay such refund to such Governmental Authority. The agreements and obligations of Borrower and Lender contained in this Section 6.13(c) shall survive the termination of this Agreement. (d) Notwithstanding any other provision of any Loan Document, if at any time after the Closing (i) any change in any existing law, regulation, treaty or directive or in the interpretation or application thereof, (ii) any new law, regulation, treaty or directive (whether or not having the force of law) from any Governmental Authority (A) subjects Lender to any Taxes have been paid by with respect to any Loan Document, or changes the basis of taxation of payments to Lender pursuant to Section 7.2 hereofof any amount payable thereunder (except for Excluded Taxes). If Borrower pays , or causes to be paid all Taxes (B) imposes on Lender any other condition or increased cost in connection with the transactions contemplated thereby or participations therein; and Other Charges and provides a copy the result of any of the receipt evidencing foregoing is to increase the payment thereof cost to LenderLender of making or continuing any Loan hereunder or to reduce any amount receivable hereunder, then Lender shall reimburse Borrowerthen, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrowerany such case, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay to Lender any additional amounts necessary to compensate Lender, on an after-tax basis, for such additional cost or reduced amount as determined by Lender. If Lender becomes entitled to claim any additional amounts pursuant to this Section 6.13 it shall promptly notify Borrower of the event by reason of which Lender has become so entitled, and each such notice of additional amounts payable pursuant to this Section 6.13 submitted by Lender to Borrower shall, absent manifest error, be final, conclusive and binding for all utility services provided to the Propertypurposes. After prior written notice to LenderFor purposes of this Section, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage Dodd-Frank Wall Street Xxxxrx xxx Xxxxumer Protection Act and all requests, rules, guidelines or deed of trust superior directives thereunder or issued in lien to the Mortgage; connection therewith and (ii) such proceeding shall be permitted under and be conducted all requests, rules, guidelines or directives promulgated by the Bank for International Settlements, the Basel Committee on Banking Supervision (or any successor or similar authority) or the United States or foreign regulatory authorities, in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest each case pursuant to Basel III, shall in each case be deemed to be a “change in any applicable Law”, regardless of the Anchor Tenant Leasedate enacted, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit adopted or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedissued.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s 's obligation to directly pay to Taxes, for which it has deposited with Lender funds in escrow in compliance with the appropriate taxing authority Taxes with the terms and provisions of Paragraph 13.A, shall be suspended for so long as Borrower escrows for Taxes pursuant to the terms complies therewith and provisions there does not exist any Event of Section 7.2 hereofDefault. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) 30 days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is will not be required to furnish such those Tax payment receipts for payment of Taxes in the event that such the corresponding Taxes have been paid by Lender pursuant to Section 7.2 hereofParagraph 13.A). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien lien or charge whatsoever which may be or become a Lien lien or charge against the PropertyProperties, and shall promptly pay for all utility services provided to the PropertyProperties. After Borrower shall furnish to Lender receipts for the payment of the Taxes and the Other Charges prior written notice to Lenderthe date the same shall become delinquent. Notwithstanding the foregoing, BorrowerBorrower shall not be in default for failure to pay or discharge Taxes, at its own expense, may contest by appropriate legal proceeding, promptly initiated Other Charges or mechanic's or materialman's liens asserted against the Property and conducted contested in good faith by Borrower (the "CONTESTED CLAIMS") if, and with due diligenceso long as, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iva) Borrower shall promptly upon final determination thereof pay the amount have notified Lender of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection those Contested Claims within five days of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.obtaining knowledge thereof;

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, Borrower is not required to furnish such receipts for payment of Taxes or such other applicable evidence in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof and Lender has received receipts from the relevant taxing authority). Borrower shall furnish to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent (provided, however, Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes hereof and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidreceived receipts from the relevant taxing authority). Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, BorrowerBorrower or Operating Company, as applicable, at its Borrower’s own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions no Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower or Operating Company, as applicable, is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) Neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other ChargesCharges and related Lien, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges and related Lien from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other ChargesCharges and related Lien, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower Grantor shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; providedPROVIDED, howeverHOWEVER, Borrower’s Grantor's obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to Grantor 39 complies with the terms and provisions of Section 7.2 hereof. Borrower Grantor will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (providedPROVIDED, howeverHOWEVER, that Borrower Grantor is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower Grantor pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse BorrowerGrantor, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of BorrowerGrantor, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower Grantor with evidence that such Taxes have been paid. Borrower Grantor shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, BorrowerGrantor, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower Grantor is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower Grantor is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower Grantor shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower Grantor shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.

Taxes and Other Charges. Borrower shall pay or cause Mortgage Borrower to be paid pay all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to pay or cause Mortgage Borrower to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Mortgage Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereofof the Mortgage Loan Agreement. Borrower will deliver shall furnish to Lender receipts for the payment or other evidence satisfactory to Lender that of the Taxes and the Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be same shall become delinquent if not paid (provided, however, that Borrower is not required to furnish or cause to be furnished such receipts for payment of Taxes in the event that such Taxes have been paid by Mortgage Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax Mortgage Loan Agreement and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidreceived receipts from the relevant taxing authority). Borrower shall not suffer and shall promptly cause Mortgage Borrower to be paid promptly pay and discharged discharge any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for or cause to be paid all utility services provided to the Property. After prior written notice to Lender, Borrower, at its Borrower’s or Mortgage Borrower’s own expense, may contest or permit Mortgage Borrower to contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower and Mortgage Borrower, as applicable, is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the Collateral nor the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall cause Mortgage Borrower to promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall or shall cause Mortgage Borrower to furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property or the Collateral (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay (or cause to be paid paid) all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as no less than two (2) days before the same dates on which the particular Taxes and Other Charges would become due and payabledelinquent; provided, however, Borrower’s obligation that Borrower shall not be obligated to pay Taxes directly pay to if Borrower has made the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes deposits required pursuant to the terms Section 6.1 hereof, and provisions otherwise qualifies for disbursement of Section 7.2 hereofsame to pay Taxes in accordance therewith. Borrower will deliver shall furnish to Lender receipts for the payment or other evidence satisfactory to Lender that of the Taxes and the Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (same shall become delinquent; provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 6.1 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not permit or suffer and shall promptly cause to be paid and discharged discharge any Lien or charge whatsoever which may be or become a Lien lien or charge against the Property, and shall promptly pay for all utility services provided to the Propertyexcept Permitted Encumbrances. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under Lien Contest Criteria have been and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)remain satisfied. Lender may pay over any such cash deposit or part thereof other security described in the Lien Contest Criteria and held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.

Taxes and Other Charges. (a) Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; : provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof, or the Major Tenant Lease is in full force and effect and Major Tenant complies with its obligations thereunder to pay such Taxes (subject to any notice and cure periods under the Major Tenant Lease). If the Major Tenant Lease no longer is in effect, or if a Tenant Downgrade Trigger has occurred and has not been cured, Borrower will shall deliver or cause to be delivered to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperty (subject to the rights of the Major Tenant under the Major Tenant Lease to contest the same), and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower. (b) Borrower or Major Tenant, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Liens, Taxes or Other Charges, provided that (i) if the Major Tenant Lease is no longer in effect, Borrower is permitted to do so under the provisions shall provide prior written notice of any mortgage or deed of trust superior in lien such contest to the MortgageLender; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the Property nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower or Major Tenant shall promptly upon final determination thereof pay the amount of any such Liens, Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Liens, Taxes or Other Charges from the Property; and (vi) Borrower or Major Tenant shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, proceeding to insure the payment of any such Liens, Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in imminent danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Security Instrument being primed by any related Lien. (c) If at any time, Lender determines that Taxes have not been paid and the Property or any part thereof or interest therein will be in imminent danger of being sold, Lender shall have the right, without notice to Borrower, to take such action as Lender deems necessary to protect its interest in the Property, including, without limitation, payment of such Taxes. All amounts incurred by Lender in connection with such action or in paying such Taxes shall be paid by Borrower to Lender upon demand and, until paid, shall be secured by the Security Instrument and shall bear interest at the Default Rate.

Taxes and Other Charges. Borrower shall pay or shall cause Mortgage Borrower to be paid pay all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid. Borrower shall furnish or cause to be furnished to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Mortgage Lender pursuant to Section 7.2 the Mortgage Loan Agreement hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall not permit Mortgage Borrower to suffer, and shall promptly cause Mortgage Borrower to promptly cause to be paid and discharged (or bonded in a manner reasonably acceptable to Lender) any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties, and shall promptly pay for all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower or Mortgage Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) no Default or Event of Default has occurred and remains uncured; (b) Borrower is or Mortgage Borrower are permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the applicable Mortgage; (iic) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower or Mortgage Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiid) the no Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (ive) Borrower and/or Mortgage Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (vf) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Individual Property; and (vig) Borrower shall furnish such security as reasonably may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or any Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of any Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; providedPROVIDED, howeverHOWEVER, Borrower’s 's obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (providedPROVIDED, howeverHOWEVER, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended if such Taxes are paid directly by FedEx pursuant to the FedEx Lease and for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than the later to occur of (y) ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid and (z) if such Taxes and/or Other Charges are paid directly by FedEx pursuant to the FedEx Lease, ten (10) days after the date on which Borrower receives such receipts or evidence from FedEx. Borrower shall furnish to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes hereof and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidreceived receipts from the relevant taxing authority). Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its Borrower’s own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder 47 0107842.0726822 4821-7262-8396v10 and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as prior to the same become becoming delinquent or the imposition of penalties and interest due and payablethereon; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended if Borrower has deposited amounts for so long as Borrower escrows for the payment of such Taxes into the Tax and Insurance Escrow Fund pursuant to the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the Property nor any part thereof or interest therein will be in immediate danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in imminent danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage being primed by any related Lien other than a Lien in respect of Taxes being contested in accordance with the provisions of this Section 5.1.2. Provided no Event of Default then exists, any security deposited with Lender pursuant to this Section 5.1.2 may be used to satisfy the related Taxes or Other Charges with any excess after the satisfaction of same to be returned to Borrower.

Taxes and Other Charges. Mezzanine Borrower shall, or shall cause Borrower or the applicable Master Tenant to, pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as before the earlier of (i) the date same become due and payabledelinquent or (ii) the date required pursuant to the Loan Documents; provided, however, Mezzanine Borrower’s 's obligation to directly pay pay, or cause Borrower or the applicable Master Tenant to the appropriate taxing authority directly pay, Taxes with respect to an Individual Property shall be suspended for so long as such Taxes are paid from the Tax and Insurance Escrow Fund and Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereofof the Loan Agreement. Mezzanine Borrower will deliver deliver, or cause to be delivered, to Mezzanine Lender receipts for payment or other evidence satisfactory to Mezzanine Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid paid. Mezzanine Borrower shall furnish, or cause to be furnished, to Mezzanine Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent (provided, however, that Mezzanine Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Mezzanine Lender pursuant to Section 7.2 hereof). If Borrower pays or causes Subject to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof Mezzanine Borrower's right to Lendercontest as set forth in this Section 5.1.2, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Mezzanine Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties (other than the Lien securing the Loan), and shall promptly pay pay, or cause the applicable Master Tenant to pay, for all utility services provided to the PropertyProperties. After prior written notice to Mezzanine Lender, BorrowerMezzanine Borrower or the applicable Master Tenant, at its or Borrower's own expense, may contest contest, or cause to be contested, by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.and

Taxes and Other Charges. (a) Borrower shall or shall cause Mortgage Loan Borrowers and Maryland Owner (as applicable) to pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the each Individual Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Loan Borrowers or Maryland Owner to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to Mortgage Loan Borrowers and Maryland Owner comply with the related terms and provisions of Section 7.2 hereofthe Mortgage Loan Documents. Borrower will deliver shall cause Mortgage Loan Borrowers and Maryland Owner to furnish to Lender receipts for the payment or other evidence satisfactory to Lender that of the Taxes and the Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be same shall become delinquent if not paid (provided, however, that Borrower is not required to cause Mortgage Loan Borrowers or Maryland Owner to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Xxxxx Fargo Mortgage Loan Lender pursuant to Section 7.2 hereofthe related terms and provisions of the Xxxxx Fargo Mortgage Loan Documents). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to LenderExcept as permitted in Section 5.4(b) below, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall cause Mortgage Loan Borrowers and Maryland Owner to not suffer and shall promptly cause Mortgage Loan Borrowers or Maryland Owner to be paid pay and discharged discharge any Lien or charge whatsoever which may be or become a Lien or charge against the Collateral, the Mezzanine 1 Collateral, the Mezzanine 2 Collateral, the Mezzanine 3 Collateral or any Individual Property, and shall cause Mortgage Loan Borrowers or Maryland Owner to promptly pay for all utility services provided to the each Individual Property. . (b) After prior written notice to LenderLender (except in connection with tax certiorari proceedings commenced in the ordinary course of business which shall not require prior written notice to Lender but shall be subject to the other provisions of this Section 5.4(b)), Borrower, at its own expense, may permit Mortgage Loan Borrowers or Maryland Owner to contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other ChargesCharges or any Liens, provided that (i) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.the

Taxes and Other Charges. Borrower shall pay or shall cause Mortgage Borrower to be paid pay all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Property, or any part thereof thereof, as the same become due and payable; provided, however, that Borrower’s obligation to cause Mortgage Borrower to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid. Borrower shall furnish or cause to be furnished to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer suffer, and shall not permit Mortgage Borrower to suffer, and shall promptly cause Mortgage Borrower to promptly be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest (or cause Mortgage Borrower to contest) by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) no Default or Event of Default has occurred and remains uncured; (b) Borrower is permitted to do so contest same under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (iic) such proceeding shall be permitted under under, and be conducted in accordance with with, the provisions of any other instrument to which Borrower and Mortgage Borrower is subject and shall not constitute a default thereunder and thereunder; (d) such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiie) neither the Collateral, Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection lost as a result of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.contest;

Taxes and Other Charges. Borrower shall pay or shall cause Mortgage Borrower to be paid pay all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Property, or any part thereof thereof, as the same become due and payable; provided, however, that Borrower’s obligation to cause Mortgage Borrower to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid. Borrower shall furnish or cause to be furnished to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer suffer, and shall not permit Mortgage Borrower to suffer, and shall promptly cause Mortgage Borrower to promptly be paid and discharged discharged, any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.,

Taxes and Other Charges. Borrower shall pay or shall cause Mortgage Borrower to pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Borrower to directly pay or cause to the appropriate taxing authority be paid Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver or cause to be delivered to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid. Borrower shall furnish or cause to be furnished to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer (and shall not permit Mortgage Borrower to suffer) and shall promptly pay or cause to be paid and discharged (or cause Mortgage Borrower to pay or cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties other than Permitted Encumbrances, and shall promptly pay or cause to be paid for all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its own expense, may contest (or cause Mortgage Borrower to contest) by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any applicable material other instrument to which Borrower or Mortgage Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.subject

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes and Other Charges shall be suspended (i) for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereofhereof and (ii) until the completion of any contest pursuant to this Section 5.1.2 with respect to such Taxes or Other Charges. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (paid. Borrower shall furnish to Lender receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the PropertyProperties, and shall promptly pay for all utility services provided to the PropertyProperties. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) [reserved]; (b) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the applicable Mortgage; (iic) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiid) the no Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (ive) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (vf) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property[reserved]; and (vig) Borrower shall furnish such security as may be required in the proceeding, or, unless such Taxes or Other Charges have been paid under protest, as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or any Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of any Mortgage being primed by any related Lien.

Taxes and Other Charges. (a) Borrower shall or shall cause Mortgage Loan Borrowers and Maryland Owner (as applicable) to pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the each Individual Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to cause Mortgage Loan Borrowers or Maryland Owner to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to Mortgage Loan Borrowers and Maryland Owner comply with the related terms and provisions of Section 7.2 hereofthe Mortgage Loan Documents. Borrower will deliver shall cause Mortgage Loan Borrowers and Maryland Owner to furnish to Lender receipts for the payment or other evidence satisfactory to Lender that of the Taxes and the Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be same shall become delinquent if not paid (provided, however, that Borrower is not required to cause Mortgage Loan Borrowers or Maryland Owner to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Xxxxx Fargo Mortgage Loan Lender pursuant to Section 7.2 hereofthe related terms and provisions of the Xxxxx Fargo Mortgage Loan Documents). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to LenderExcept as permitted in Section 5.4(b) below, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall cause Mortgage Loan Borrowers and Maryland Owner to not suffer and shall promptly cause Mortgage Loan Borrowers or Maryland Owner to be paid pay and discharged discharge any Lien or charge whatsoever which may be or become a Lien or charge against the Collateral, the Mezzanine 1 Collateral, the Mezzanine 2 Collateral or any Individual Property, and shall cause Mortgage Loan Borrowers or Maryland Owner to promptly pay for all utility services provided to the each Individual Property. . (b) After prior written notice to LenderLender (except in connection with tax certiorari proceedings commenced in the ordinary course of business which shall not require prior written notice to Lender but shall be subject to the other provisions of this Section 5.4(b)), Borrower, at its own expense, may permit Mortgage Loan Borrowers or Maryland Owner to contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other ChargesCharges or any Liens, provided that (i) Borrower is permitted to do so under the provisions no Default or Event of any mortgage or deed of trust superior in lien to the MortgageDefault has occurred and remains uncured; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is Borrower, Other Senior Mezzanine Borrower, Mortgage Loan Borrowers or Maryland Owner are subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinancesLegal Requirements; (iii) neither the related Individual Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled canceled or lost; (iv) Borrower shall cause Mortgage Loan Borrowers or Maryland Owner to promptly upon final determination thereof pay the amount of any such Taxes Taxes, Other Charges or Other Chargesany Liens, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Taxes, Other Charges or any Liens from the Property; and (vi) Borrower shall cause Mortgage Loan Borrowers or Maryland Owner to furnish such security as may be required in the proceeding, or deliver to Lender such reserve deposits as may be reasonably requested by Lender (taking into account reserves required by any Mortgage Loan Lender and Other Senior Mezzanine Lender), to insure the payment of any such Taxes Taxes, Other Charges or Other Chargesany Liens, together with all interest and penalties thereon (providedunless Borrower has caused Mortgage Loan Borrowers or Maryland Owner to have paid all of the Taxes, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required Other Charges or any Liens under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not applyprotest). Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the related Individual Property (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, canceled or lost or there shall be any danger of the Lien of the Mortgage Loan Documents being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; providedPROVIDED, however, HOWEVER. Borrower’s 's obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to complies with the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (providedPROVIDED, howeverHOWEVER, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is established.

Taxes and Other Charges. Borrower Borrowers shall pay pay, or shall cause Mortgage Borrowers to be paid pay, all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property Properties or any part thereof as prior to the same become due and payabledate upon which any interest or late charges shall begin to accrue thereon; provided, however, Borrower’s Mortgage Borrowers’ obligation to directly pay to the appropriate taxing authority Taxes shall be suspended for so long as Borrower escrows for Taxes pursuant to Mortgage Borrowers comply with the terms and provisions of Section 7.2 of the Mortgage Loan Agreement or Borrowers comply with the terms and provisions of Section 7.2 hereof, if applicable. Borrower Borrowers will deliver deliver, or will cause Mortgage Borrowers to deliver, to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days delinquent. Borrowers shall furnish, or shall cause Mortgage Borrowers to furnish, to Lender receipts for the payment of the Taxes and the Other Charges prior to the date on upon which the Taxes and/or Other Charges would otherwise be delinquent if not paid (any interest or late charges shall begin to accrue thereon; provided, however, that Borrower is Mortgage Borrowers shall not be required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Mortgage Lender pursuant to Section 7.2 of the Mortgage Loan Agreement or by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paidapplicable. Borrower Borrowers shall not suffer suffer, and shall not permit any other Loan Party to suffer, and shall promptly cause to be paid and discharged (or provide reasonable security for) any Lien or charge whatsoever which may be against any of the Properties, the First Mezzanine Collateral or become a Lien or charge against the PropertyCollateral, and shall promptly pay pay, or shall cause Mortgage Borrowers to promptly pay, for all utility services provided to any of the PropertyProperties. After prior written notice to Lender, any Borrower, at its own expense, may contest contest, or may cause each other Loan Party to contest, by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (ia) Borrower is permitted to do so under the provisions no Event of any mortgage Default, Mortgage Event of Default or deed Mezzanine Event of trust superior in lien to the MortgageDefault exists; (iib) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower or such other Loan Party is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiic) neither any Property, the Property First Mezzanine Collateral, the Collateral nor any part thereof of any of the foregoing or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (ivd) such Borrower shall promptly upon final determination thereof pay pay, or shall cause such other Loan Party to pay, the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (ve) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the applicable Property, the First Mezzanine Collateral and the Collateral; and (vif) such Borrower shall furnish furnish, or shall cause such other Loan Party to furnish, such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the First Mezzanine Collateral, the Collateral or any Property (or any part of any of the foregoing or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any imminent danger of the Lien of the Pledge Agreement being primed by any related Lien.

Taxes and Other Charges. Borrower shall pay or cause to be paid all Taxes and Other Charges now or hereafter levied or assessed or imposed against the Property or any part thereof as the same become due and payable; provided, however, Borrower’s obligation to directly pay to the appropriate taxing authority Taxes shall be suspended if Borrower has deposited amounts for so long as Borrower escrows for the payment of such Taxes into the Tax and Insurance Escrow Fund pursuant to the terms and provisions of Section 7.2 hereof. Borrower will deliver to Lender receipts for payment or other evidence satisfactory to Lender that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid (provided, however, that Borrower is not required to furnish such receipts for payment of Taxes in the event that such Taxes have been paid by Lender pursuant to Section 7.2 hereof). If Borrower pays or causes to be paid all Taxes and Other Charges and provides a copy of the receipt evidencing the payment thereof to Lender, then Lender shall reimburse Borrower, provided that there are then sufficient proceeds in the Tax and Insurance Escrow Fund and provided that the Taxes are being paid pursuant to Section 7.2. Upon written request of Borrower, if Lender has paid such Taxes pursuant to Section 7.2 hereof, Lender shall provide Borrower with evidence that such Taxes have been paid. Borrower shall not suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which may be or become a Lien or charge against the Property, and shall promptly pay for all utility services provided to the Property. After prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that (i) Borrower is permitted to do so under the provisions of any mortgage or deed of trust superior in lien to the Mortgage; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any other instrument to which Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the Property nor any part thereof or interest therein will be in immediate danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall furnish such security as may be required in the proceeding, or as may be reasonably requested by Lender, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon (provided, however, if Anchor Tenant is conducting the contest pursuant to the Anchor Tenant Lease, and is not required under the Anchor Tenant Lease to post any such security, then this clause (vi) shall not apply)thereon. Lender may pay over any such cash deposit or part thereof held by Lender to the claimant entitled thereto at any time when, in the reasonable judgment of Lender, the entitlement of such claimant is establishedestablished or the Property (or part thereof or interest therein) shall be in imminent danger of being sold, forfeited, terminated, cancelled or lost or there shall be any danger of the Lien of the Mortgage being primed by any related Lien other than a Lien in respect of Taxes being contested in accordance with the provisions of this Section 5.1.2. Provided no Event of Default then exists, any security deposited with Lender pursuant to this Section 5.1.2 may be used to satisfy the related Taxes or Other Charges with any excess after the satisfaction of same to be returned to Borrower.