Common use of Taxes, Liens and Other Charges Clause in Contracts

Taxes, Liens and Other Charges. Borrower shall pay, on or before the final due date thereof, all (a) taxes, assessments, and other charges of every character whatsoever now or hereafter levied on, assessed, placed or made against the Secured Obligations, the Premises, this Mortgage, or any other Loan Document, or any interest of Lender in the Secured Obligations, the Premises or the Note Documents (collectively, the "Impositions"); (b) premiums on policies of insurance now or hereafter covering the Premises, and any and all other insurance policies now or hereafter collaterally pledged to Lender; (c) ground rentals or other lease rentals, if any, payable by Borrower; (d) utility charges, whether public or private; and (e) penalties and interest on any of the foregoing. Borrower will promptly pay any tax arising out of the passage of any law, order, rule or regulation, subsequent to the date hereof, in any manner changing or modifying the laws now in force governing the taxation of deeds to secure debt or security agreements, or debts secured thereby, or the manner of collection thereof. Borrower shall promptly deliver to Lender upon demand receipts showing timely payment in full of all of the above items. Borrower may, to the extent and in the manner permitted by law, (i) pay the Impositions in installments if such installment payment would not create or permit the filing of a lien against the Premises and (ii) contest the payment of any Impositions in good faith and by appropriate proceedings on the following conditions: (A) any such contests shall be prosecuted diligently and in a manner not prejudicial to the rights, liens and security title of Lender, (B) Borrower shall deposit funds with Lender or obtain a bond in form and substance and with an issuing company satisfactory to Lender in an amount sufficient to cover any amounts which may be owing in the event the contest may be unsuccessful, (C) no contest may be conducted and no payment may be delayed beyond the date on which the Premises, or any portion thereof, could be sold for nonpayment and (D) Lender may pay over to the taxing authority entitled thereto any or all of the funds at any time when, in the opinion of Lender's counsel, the entitlement of such authority to such funds is established. Furthermore, if any mechanic's or materialmen's claim of lien or any involuntary lien is filed against the Premises, Borrower will have thirty (30) days from the date of the filing of such lien to discharge the claim or lien of record by payment, deposit in court or bond, or otherwise contest such claim or lien, provided any such action or contest will preclude enforcement of such claim or lien.

Taxes, Liens and Other Charges. Borrower shall pay, on or before To pay all and singular the final due date thereof, all (a) taxes, assessments, obligations and encumbrances of every nature now on the Premises or that hereafter may be levied, assessed or imposed thereon when due and payable according to law and before they become delinquent; and if the same not be promptly paid the Mortgagee may, at any time either before or after delinquency, pay the same without waiving or affecting its right to foreclose this Mortgage or an other right hereunder and all sums so paid shall become a part of he Secured Indebtedness and, at the option of the Mortgagee, shall bear interest from the date of each such payment at the maximum rate allowed by law. Upon notification from the Mortgagee, the Mortgagor shall pay to the Mortgagee, together with and in addition to the payments of principal and interest payable under the terms of the Note secured hereby, on installment paying dates in the Note, until said Note is fully paid or until notification from the Mortgagee to the contrary, an amount reasonably sufficient (as estimated by the Mortgagee) to provide the Mortgagee with funds to pay said taxes, assessments, insurance premiums, rents and other charges of every character whatsoever now or hereafter levied on, assessed, placed or made against next due so that the Secured Obligations, the Premises, this Mortgage, or any other Loan Document, or any interest of Lender in the Secured Obligations, the Premises or the Note Documents (collectively, the "Impositions"); (b) premiums Mortgagee will have sufficient funds on policies of insurance now or hereafter covering the Premises, and any and all other insurance policies now or hereafter collaterally pledged hand to Lender; (c) ground rentals or other lease rentals, if any, payable by Borrower; (d) utility charges, whether public or private; and (e) penalties and interest on any of the foregoing. Borrower will promptly pay any tax arising out of the passage of any law, order, rule or regulation, subsequent to the date hereof, in any manner changing or modifying the laws now in force governing the taxation of deeds to secure debt or security agreements, or debts secured thereby, or the manner of collection thereof. Borrower shall promptly deliver to Lender upon demand receipts showing timely payment in full of all of the above items. Borrower may, to the extent and in the manner permitted by law, (i) pay the Impositions in installments if such installment payment would not create or permit the filing of a lien against the Premises and (ii) contest the payment of any Impositions in good faith and by appropriate proceedings on the following conditions: (A) any such contests shall be prosecuted diligently and in a manner not prejudicial to the rights, liens and security title of Lender, (B) Borrower shall deposit funds with Lender or obtain a bond in form and substance and with an issuing company satisfactory to Lender in an amount sufficient to cover any amounts which may be owing in the event the contest may be unsuccessful, (C) no contest may be conducted and no payment may be delayed beyond the date on which the Premises, or any portion thereof, could be sold for nonpayment and (D) Lender may pay over to the taxing authority entitled thereto any or all of the funds at any time when, in the opinion of Lender's counsel, the entitlement of such authority to such funds is established. Furthermore, if any mechanic's or materialmen's claim of lien or any involuntary lien is filed against the Premises, Borrower will have same thirty (30) days from before the date upon which they become past due. In no event shall the Mortgagee be liable for any interest on any amount paid to it as herein required, and the money so received shall be held in a separate account pending payment or application thereof as herein provided. As required by the Mortgagee, the Mortgagor shall furnish to the Mortgagee, at least thirty (30) days before the date on which same will become past due, an official statement of the filing amount of said taxes, assessments, insurance premiums and rents next due, and the Mortgagee shall ay said charges to the amount of the then unused credit therefor as and when they become severally due and payable. An official receipt therefor shall be conclusive evidence of such lien to discharge payment and the claim or lien of record by payment, deposit in court or bond, or otherwise contest such claim or lien, provided any such action or contest will preclude enforcement validity of such claim or liencharges.

Taxes, Liens and Other Charges. Borrower (a) Subject to Section 2.04 hereof, Mortgagor shall pay, on or before the final due delinquency date thereof, all (a) taxes, assessmentslevies, license fees, permit fees and all other charges (in each case whether general or special, ordinary or extraordinary, or foreseen or unforeseen) of every character whatsoever (including all penalties and interest thereon) now or hereafter levied onlevied, assessed, placed confirmed or made against imposed on, or in respect of, or which may be a lien upon the Secured Obligations, the Premises, this MortgageCollateral, or any other Loan Documentpart thereof, or any estate, right or interest of Lender in therein, or upon the Secured Obligationsrents, the Premises issues, income or the Note Documents (collectively, the "Impositions"); (b) premiums on policies of insurance now or hereafter covering the Premisesprofits thereof, and any and all other insurance policies now or hereafter collaterally pledged shall submit to Lender; (c) ground rentals or other lease rentals, if any, payable by Borrower; (d) utility charges, whether public or private; and (e) penalties and interest on any Mortgagee such evidence of the foregoingdue and punctual payment of all such taxes, assessments and other fees and charges as may be required by law. Borrower will promptly Mortgagor shall have the right before they become delinquent to contest or object to the amount or validity of any such tax, assessment, fee or charge by appropriate legal proceedings, but this shall not be deemed or construed in any way as relieving, modifying or extending Mortgagor's covenant to pay any tax arising out of such tax, assessment, fee or charge at the passage of any law, order, rule or regulation, subsequent to the date hereof, in any manner changing or modifying the laws now in force governing the taxation of deeds to secure debt or security agreements, or debts secured thereby, or the manner of collection thereof. Borrower shall promptly deliver to Lender upon demand receipts showing timely payment in full of all of the above items. Borrower may, to the extent time and in the manner permitted by lawprovided herein, unless Mortgagor has given prior written notice to Mortgagee of Mortgagor's intent to so contest or object, and unless (i) pay Mortgagor shall demonstrate to Mortgagee's satisfaction that the Impositions in installments if legal proceedings shall conclusively operate to prevent the sale of the Collateral, or any part thereof, to satisfy such installment payment would not create tax, assessment, fee or permit the filing charge prior to final determination of a lien against the Premises such proceedings; and (ii) contest the payment of Mortgagor shall diligently pursue such contest; provided, however, that upon request Mortgagor shall deposit with Mortgagee all amounts required by Section 2.04 including any Impositions penalties, interests or charges in good faith connection with such contested taxes; and by appropriate proceedings on the following conditions: (A) any such contests provided further that Mortgagee shall be prosecuted diligently entitled to pay in full any and in all contested taxes where a manner not prejudicial to the rights, liens and security title of Lender, (B) Borrower shall deposit funds with Lender or obtain a bond in form and substance and with an issuing company satisfactory to Lender in an amount sufficient to cover any amounts which may be owing in the event the contest may be unsuccessful, (C) no contest may be conducted and no payment may be delayed beyond the date on which the Premises, or any portion thereof, could be sold for nonpayment and (D) Lender may pay over to the taxing authority entitled thereto any or all of the funds at any time when, in the opinion of Lender's counsel, the entitlement of such authority to such funds is established. Furthermore, if any mechanic's or materialmen's claim of lien or any involuntary lien is has been filed against the Premises, Borrower will have thirty (30) days from Property in connection with the date of the filing of such lien to discharge the claim or lien of record by payment, deposit in court or bond, or otherwise contest such claim or lien, provided any such action or contest will preclude enforcement of such claim or liensame.

Taxes, Liens and Other Charges. Borrower shall pay, on or before the final due date thereof, pay all (a) taxes, assessments, Taxes and other charges of every character whatsoever Other Charges now or hereafter levied on, assessed, placed or made assessed or imposed against the Secured ObligationsProperty or any part thereof as the same become due and payable; provided, however, that notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, Borrower’s obligation to directly pay Taxes and Other Charges shall be suspended for so long as no Event of Default has occurred and is continuing and Borrower complies with the terms and provisions of Section 6.2 hereof. 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 so long as no Event of Default has occurred and is continuing, 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 or were to have been paid by Lender pursuant to Section 6.2 hereof Subject to Borrower’s right to contest such Taxes and Other Charges as hereinafter provided, Borrower shall not permit or suffer and shall promptly discharge any lien for Taxes or Other Charges against the Property (other than liens for Taxes or Other Charges not yet due or payable). After prior notice to Lender, Borrower, at its own expense, and notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, may contest by appropriate legal proceeding, conducted in good faith and with due diligence, the Premisesamount or validity of any Taxes, this MortgageLiens or Other Charges, provided that (a) no Default or any other Loan Document, or any interest Event of Lender in the Secured Obligations, the Premises or the Note Documents (collectively, the "Impositions")Default has occurred and remains uncured; (b) premiums on policies of insurance now or hereafter covering the Premisessuch proceeding shall be permitted under and be conducted in accordance with all applicable statutes, laws and any and all other insurance policies now or hereafter collaterally pledged to Lenderordinances; (c) ground rentals neither the Property nor any part thereof or other lease rentalsinterest therein will be in danger of being sold, if anyforfeited, payable by Borrowerterminated, canceled or lost; (d) utility chargesBorrower shall promptly upon final determination thereof pay the amount of any such Taxes, whether public Liens or privateOther Charges, together with all costs, interest and penalties which may be payable in connection therewith; and (e) penalties and interest on any such proceeding shall suspend the collection of Taxes, Liens or Other Charges from the Property; (f) Borrower shall deposit with Lender cash, or other security as may be approved by Lender, in an amount equal to one hundred twenty percent (120%) of the foregoing. Borrower will promptly pay any tax arising out of the passage of any lawcontested amount (provided, order, rule or regulation, subsequent to the date hereof, in any manner changing or modifying the laws now in force governing the taxation of deeds to secure debt or security agreements, or debts secured thereby, or the manner of collection thereof. that Borrower shall promptly deliver not be required to Lender upon demand receipts showing timely payment deposit any such cash or post security with respect to claims which in full of all of the above items. Borrower mayaggregate do not exceed $125,000.00 ), to the extent and in the manner permitted by law, (i) pay the Impositions in installments if such installment payment would not create or permit the filing of a lien against the Premises and (ii) contest insure the payment of any Impositions in good faith such Taxes, Liens or Other Charges, together with all interest and by appropriate proceedings on the following conditions: (A) any such contests shall be prosecuted diligently and in a manner not prejudicial to the rightspenalties thereon, liens and security title of Lender, (B) Borrower shall deposit funds with Lender or obtain a bond in form and substance and with an issuing company satisfactory to Lender in an amount sufficient to cover any amounts which may be owing in the event the contest may be unsuccessful, (C) no contest may be conducted and no payment may be delayed beyond the date on which the Premises, or any portion thereof, could be sold for nonpayment and (Dg) such contest by Borrower is not in violation of Leases or Operating Agreements. Lender may pay over any such cash or other security held by Lender to the taxing authority claimant entitled thereto any or all of the funds at any time when, in the opinion judgment of Lender's counsel, the entitlement of such authority to such funds claimant is established. Furthermore, if any mechanic's or materialmen's claim of lien or any involuntary lien is filed against the Premises, Borrower will have thirty (30) days from the date of the filing of such lien to discharge the claim or lien of record by payment, deposit in court or bond, or otherwise contest such claim or lien, provided any such action or contest will preclude enforcement of such claim or lien.

Taxes, Liens and Other Charges. Borrower (a) Unless otherwise paid to Mortgagee as provided in Section 2.05 hereof, Mortgagor shall paypay (or shall cause to be paid) all real estate and other taxes and assessments which may be payable, assessed, levied, imposed upon or become a lien on or against any portion of the Property (all of the foregoing items are collectively referred to as the “Imposition(s)”). The Impositions shall be paid not later than the dates on which the particular Imposition would become delinquent and Mortgagor shall produce to Mortgagee receipts of the imposing authority, or other evidence reasonably satisfactory to Mortgagee, evidencing the payment of the Imposition in full, except with regards to Impositions paid by Mortgagee pursuant to Section 2.05 hereof. If Mortgagor elects by appropriate legal action to contest any Imposition, Mortgagor shall not be required to pay the Imposition provided that the contest operates to prevent enforcement or collection of the Imposition, or the sale or forfeiture of, the Property, and is prosecuted with due diligence and continuity. Upon termination of any proceeding or contest, Mortgagor shall pay the amount of the Imposition as finally determined in the proceeding or contest. In addition, Mortgagor covenants and agrees to pay (or cause to be paid) all water and sewer charges, vault and other license or permit fees, liens, fines, penalties, interest and other similar public and private claims which may be payable, assessed, levied, imposed upon or become a lien on or against any portion of the Property (“Other Charges”) on or before the final due date thereofsuch charges, all (a) taxesfees, assessmentsliens, fines, penalties, interest and other charges claims become delinquent and upon the request of every character whatsoever now or hereafter levied onMortgagee, assessed, placed or made against Mortgagor shall produce to Mortgagee receipts of the Secured Obligations, the Premises, this Mortgageimposing authority, or other evidence reasonably satisfactory to Mortgagee, evidencing the payment of such amount in full. If Mortgagor elects by appropriate legal action to contest any other Loan DocumentOther Charges, Mortgagor shall not be required to pay such Other Charges provided that the contest operates to prevent enforcement or any interest collection of Lender in the Secured Obligations, the Premises or the Note Documents (collectively, the "Impositions"); (b) premiums on policies of insurance now or hereafter covering the Premises, and any and all other insurance policies now or hereafter collaterally pledged to Lender; (c) ground rentals or other lease rentals, if any, payable by Borrower; (d) utility charges, whether public or private; and (e) penalties and interest on any of the foregoing. Borrower will promptly pay any tax arising out of the passage of any law, order, rule or regulation, subsequent to the date hereof, in any manner changing or modifying the laws now in force governing the taxation of deeds to secure debt or security agreements, or debts secured therebysuch Other Charges, or the manner sale or forfeiture of, the Property, and is prosecuted with due diligence and continuity. Upon termination of collection thereof. Borrower any proceeding or contest, Mortgagor shall promptly deliver to Lender upon demand receipts showing timely payment in full of all pay the amount of the above items. Borrower may, to the extent and Other Charges as finally determined in the manner permitted by law, (i) pay the Impositions in installments if such installment payment would not create proceeding or permit the filing of a lien against the Premises and (ii) contest the payment of any Impositions in good faith and by appropriate proceedings on the following conditions: (A) any such contests shall be prosecuted diligently and in a manner not prejudicial to the rights, liens and security title of Lender, (B) Borrower shall deposit funds with Lender or obtain a bond in form and substance and with an issuing company satisfactory to Lender in an amount sufficient to cover any amounts which may be owing in the event the contest may be unsuccessful, (C) no contest may be conducted and no payment may be delayed beyond the date on which the Premises, or any portion thereof, could be sold for nonpayment and (D) Lender may pay over to the taxing authority entitled thereto any or all of the funds at any time when, in the opinion of Lender's counsel, the entitlement of such authority to such funds is established. Furthermore, if any mechanic's or materialmen's claim of lien or any involuntary lien is filed against the Premises, Borrower will have thirty (30) days from the date of the filing of such lien to discharge the claim or lien of record by payment, deposit in court or bond, or otherwise contest such claim or lien, provided any such action or contest will preclude enforcement of such claim or liencontest.

Taxes, Liens and Other Charges. Borrower (a) Subject to Mortgagor’s right to duly contest the same in accordance with this Section 2.3(a), Mortgagor shall pay, on or before the final due date thereof, all (a) taxes, assessmentslevies, license fees, permit fees and all other charges (in each case whether general or special, ordinary or extraordinary, or foreseen or unforeseen) of every character whatsoever (including all penalties and interest thereon) now or hereafter levied onlevied, assessed, placed confirmed or made against imposed on, or in respect of, or which may be a lien upon the Secured Obligations, the Premises, this MortgageCollateral, or any other Loan Documentpart thereof, or any estate, right or interest of Lender in therein, or upon the Secured Obligationsrents, the Premises issues, income or the Note Documents (collectively, the "Impositions"); (b) premiums on policies of insurance now or hereafter covering the Premisesprofits thereof, and any and all other insurance policies now or hereafter collaterally pledged shall submit to Lender; (c) ground rentals or other lease rentals, if any, payable by Borrower; (d) utility charges, whether public or private; and (e) penalties and interest on any Lender such evidence of the foregoingdue and punctual payment of all such taxes, assessments and other fees and charges as may be required by law. Borrower will promptly Mortgagor shall have the right before they become past due to contest or object to the amount or validity of any such tax, assessment, fee or charge by appropriate legal proceedings, but this shall not be deemed or construed in any way as relieving, modifying or extending Mortgagor’s covenant to pay any tax arising out of such tax, assessment, fee or charge at the passage of any law, order, rule or regulation, subsequent to the date hereof, in any manner changing or modifying the laws now in force governing the taxation of deeds to secure debt or security agreements, or debts secured thereby, or the manner of collection thereof. Borrower shall promptly deliver to Lender upon demand receipts showing timely payment in full of all of the above items. Borrower may, to the extent time and in the manner permitted by lawprovided herein, unless Mortgagor has given prior written notice to Lender of Mortgagor’s intent to so contest or object, and unless (i) pay Mortgagor shall demonstrate to Lender’s reasonable satisfaction that the Impositions in installments if legal proceedings shall conclusively operate to prevent the sale of the Collateral, or any part thereof, to satisfy such installment payment would not create tax, assessment, fee or permit the filing charge prior to final determination of a lien against the Premises such proceedings; and (ii) contest the payment of any Impositions in good faith and if required by appropriate proceedings on the following conditions: (A) any such contests shall be prosecuted diligently and in a manner not prejudicial to the rights, liens and security title of Lender, (B) Borrower Mortgagor shall deposit funds with Lender furnish a good and sufficient bond or obtain a bond in form surety as requested by and substance and with an issuing company satisfactory to Lender in an amount sufficient to cover fully pay the contested amount, with penalties, interest and other charges if Mortgagor should be unsuccessful in such contest; and (iii) Mortgagor shall diligently pursue such contest. Mortgagor’s right to reimbursement from any amounts which may paid to Lender in escrow for taxes shall be owing in the event the contest may be unsuccessful, (C) no contest may be conducted and no payment may be delayed beyond the date on which the Premises, or any portion thereof, could be sold for nonpayment and (D) Lender may pay over subject to the taxing authority entitled thereto any or all terms and conditions of the funds at any time when, in the opinion Tax and Insurance Escrow and Security Agreement with Lender of Lender's counsel, the entitlement of such authority to such funds is established. Furthermoreeven date herewith, if any mechanic's or materialmen's claim of lien or any involuntary lien such agreement is filed against the Premises, Borrower will have thirty (30) days from the date of the filing of such lien to discharge the claim or lien of record by payment, deposit in court or bond, or otherwise contest such claim or lien, provided any such action or contest will preclude enforcement of such claim or lieneffect.

Taxes, Liens and Other Charges. Borrower shall pay, on or before To pay all and singular the final due date thereof, all (a) taxes, assessments, obligations and encumbrances of every nature now on the Premises or that hereafter may be levied, assessed or imposed thereon when due and payable according to law and before they become delinquent; and if the same not be promptly paid Mortgagee may, at any time either before or after delinquency, pay the same without waiving or affecting its right to foreclose this Mortgage or any other right hereunder and all sums so paid shall become a part of the Secured Indebtedness and at the option of Mortgagee, shall bear interest from the date of each such payment at the maximum rate allowed by law. Upon notification from Mortgagee, Mortgagor shall pay to Mortgagee, together with and in addition to the payments of principal and interest payable under the terms of the Note secured hereby, on installment paying dates in the Note, until said Note is fully paid or until notification from Mortgagee to the contrary, an amount reasonably sufficient (as estimated by Mortgagee) to provide Mortgagee with funds to pay said taxes, assessments, insurance premiums, rents and other charges of every character whatsoever now or hereafter levied on, assessed, placed or made against the Secured Obligations, the Premises, this Mortgage, or any other Loan Document, or any interest of Lender in the Secured Obligations, the Premises or the Note Documents (collectively, the "Impositions"); (b) premiums next due so that Mortgagee will have sufficient funds on policies of insurance now or hereafter covering the Premises, and any and all other insurance policies now or hereafter collaterally pledged hand to Lender; (c) ground rentals or other lease rentals, if any, payable by Borrower; (d) utility charges, whether public or private; and (e) penalties and interest on any of the foregoing. Borrower will promptly pay any tax arising out of the passage of any law, order, rule or regulation, subsequent to the date hereof, in any manner changing or modifying the laws now in force governing the taxation of deeds to secure debt or security agreements, or debts secured thereby, or the manner of collection thereof. Borrower shall promptly deliver to Lender upon demand receipts showing timely payment in full of all of the above items. Borrower may, to the extent and in the manner permitted by law, (i) pay the Impositions in installments if such installment payment would not create or permit the filing of a lien against the Premises and (ii) contest the payment of any Impositions in good faith and by appropriate proceedings on the following conditions: (A) any such contests shall be prosecuted diligently and in a manner not prejudicial to the rights, liens and security title of Lender, (B) Borrower shall deposit funds with Lender or obtain a bond in form and substance and with an issuing company satisfactory to Lender in an amount sufficient to cover any amounts which may be owing in the event the contest may be unsuccessful, (C) no contest may be conducted and no payment may be delayed beyond the date on which the Premises, or any portion thereof, could be sold for nonpayment and (D) Lender may pay over to the taxing authority entitled thereto any or all of the funds at any time when, in the opinion of Lender's counsel, the entitlement of such authority to such funds is established. Furthermore, if any mechanic's or materialmen's claim of lien or any involuntary lien is filed against the Premises, Borrower will have same thirty (30) days from before the date upon which they become past due. In no event shall Mortgagee be liable for any interest on any amount paid to it as herein required, and the money so received shall be held in a separate account, pending payment or application thereof as herein provided. As required by Mortgagee, Mortgagor shall furnish to Mortgagee, at least thirty (30) days before the date on which same will become past due, an official statement of the filing amount of said taxes, assessments, insurance premiums and rents next due, and Mortgagee shall pay said charges to the amount of the then unused credit therefor as and when they become severally due and payable. An official receipt therefor shall be conclusive evidence of such lien to discharge payment and the claim or lien of record by payment, deposit in court or bond, or otherwise contest such claim or lien, provided any such action or contest will preclude enforcement validity of such claim or lien.charges. 2 3 2.04

Taxes, Liens and Other Charges. Borrower shall pay, on or before the final due date thereof, all (a) taxesUnless otherwise paid to Beneficiary as provided in Section 2.5, assessments, Affiliated Guarantor and/or Operating Lessee as applicable shall pay all real estate and other charges of every character whatsoever now or hereafter levied ontaxes and assessments which may be payable, assessed, placed levied, imposed upon or made become a lien on or against any portion of the Secured ObligationsProperty (all of the foregoing items are collectively referred to as the “Imposition(s)”). The Impositions shall be paid not later than the dates on which the particular Imposition would become delinquent and Affiliated Guarantor shall produce to Beneficiary receipts of the imposing authority, or other evidence reasonably satisfactory to Beneficiary, evidencing the payment of the Imposition in full. If Affiliated Guarantor and/or Operating Lessee as applicable elects by appropriate legal action to contest any Imposition, Affiliated Guarantor shall first deposit cash (or other security approved by Beneficiary such as a bond or letter of credit) with Beneficiary as a reserve in an amount which Beneficiary determines is sufficient to pay the Imposition plus all fines, interest, penalties and costs which may become due pending the determination of the contest. If Affiliated Guarantor deposits this sum or alternative security with Beneficiary, Affiliated Guarantor shall not be required to pay the Imposition provided that enforcement or collection of the Imposition, or the sale or forfeiture of, the PremisesProperty is prevented during such contest and such contest is prosecuted with due diligence and continuity. Upon termination of any proceeding or contest and any appeal thereof, this Mortgage, or any other Loan Document, or any interest Affiliated Guarantor shall pay the amount of Lender the Imposition as finally determined in the Secured Obligationsproceeding or contest. Provided that there is not then an Event of Default (as defined in Section 11.1), the Premises monies or alternative security which have been deposited with Beneficiary pursuant to this Section shall be applied toward such payment and the Note Documents (collectively, the "Impositions"); (b) premiums on policies of insurance now or hereafter covering the Premises, and any and all other insurance policies now or hereafter collaterally pledged to Lender; (c) ground rentals or other lease rentalsexcess, if any, payable by Borrower; (d) utility charges, whether public or private; and (e) penalties and interest on any of the foregoing. Borrower will promptly pay any tax arising out of the passage of any law, order, rule or regulation, subsequent to the date hereof, in any manner changing or modifying the laws now in force governing the taxation of deeds to secure debt or security agreements, or debts secured thereby, or the manner of collection thereof. Borrower shall promptly deliver to Lender upon demand receipts showing timely payment in full of all of the above items. Borrower may, to the extent and in the manner permitted by law, (i) pay the Impositions in installments if such installment payment would not create or permit the filing of a lien against the Premises and (ii) contest the payment of any Impositions in good faith and by appropriate proceedings on the following conditions: (A) any such contests shall be prosecuted diligently and in a manner not prejudicial returned to the rights, liens and security title of Lender, (B) Borrower shall deposit funds with Lender or obtain a bond in form and substance and with an issuing company satisfactory to Lender in an amount sufficient to cover any amounts which may be owing in the event the contest may be unsuccessful, (C) no contest may be conducted and no payment may be delayed beyond the date on which the Premises, or any portion thereof, could be sold for nonpayment and (D) Lender may pay over to the taxing authority entitled thereto any or all of the funds at any time when, in the opinion of Lender's counsel, the entitlement of such authority to such funds is established. Furthermore, if any mechanic's or materialmen's claim of lien or any involuntary lien is filed against the Premises, Borrower will have thirty (30) days from the date of the filing of such lien to discharge the claim or lien of record by payment, deposit in court or bond, or otherwise contest such claim or lien, provided any such action or contest will preclude enforcement of such claim or lienAffiliated Guarantor.

Taxes, Liens and Other Charges. Borrower Unless sums sufficient to pay the same shall payhave been fully paid to Mortgagee as provided in Section 1.06 hereof, on Mortgagor shall pay or before the final due date thereof, cause to be paid all (a) real estate and other taxes, assessments, water and sewer charges, vault and other charges license or permit fees, levies, fines, penalties, interest, impositions, and other similar claims, general and special, public and private, of every character any kind whatsoever now or hereafter levied on, which may be assessed, placed levied, confirmed, imposed upon or made arise out of or become due and payable out of, or become a lien on or against the Secured Obligations, the Premises, this Mortgage, Property or any other Loan Document, or any interest of Lender in the Secured Obligations, the Premises or the Note Documents part thereof (collectively, the "Impositions"); (b) premiums on policies of insurance now or hereafter covering the Premises, and any and all other insurance policies now or hereafter collaterally pledged to Lender; (c) ground rentals or other lease rentals, if any, payable by Borrower; (d) utility charges, whether public or private; and (e) penalties and interest on any of the foregoing. Borrower will promptly pay any tax arising out of , together with utility and refuse removal charges, being hereinafter collectively referred to as the passage of any law, order, rule or regulation, subsequent to the date hereof, in any manner changing or modifying the laws now in force governing the taxation of deeds to secure debt or security agreements, or debts secured thereby, or the manner of collection thereof. Borrower shall promptly deliver to Lender upon demand receipts showing timely payment in full of all of the above items. Borrower may, to the extent and in the manner permitted by law, (i"Imposition(s)") pay the Impositions in installments if such installment payment would not create or permit the filing of a lien against the Premises and (ii) contest the payment of any Impositions in good faith and by appropriate proceedings on the following conditions: (A) any such contests shall be prosecuted diligently and in a manner not prejudicial to the rights, liens and security title of Lender, (B) Borrower shall deposit funds with Lender or obtain a bond in form and substance and with an issuing company satisfactory to Lender in an amount sufficient to cover any amounts which may be owing in the event the contest may be unsuccessful, (C) no contest may be conducted and no payment may be delayed beyond the date on which the Premises, or any portion thereof, could be sold for nonpayment and (D) Lender may pay over to the taxing authority entitled thereto any or all of the funds at any time when, in the opinion of Lender's counsel, the entitlement of such authority to such funds is established. Furthermore, if any mechanic's or materialmen's claim of lien or any involuntary lien is filed against the Premises, Borrower will have later than thirty (30) days from before the dates on which such Impositions would become delinquent. Not later than the date of when any Impositions would become delinquent, Mortgagor shall produce to Mortgagee evidence reasonably satisfactory to Mortgagee evidencing the filing payment thereof in full. If Mortgagor shall in good faith, and by proper legal action, contest any Impositions, and shall have deposited cash with Mortgagee (or as Mortgagee may direct) as a reserve for the payment thereof plus all fines, interest, penalties and costs which may become due pending the determination of such lien contest, in such amount as Mortgagee may require, then Mortgagor shall not be required to discharge pay the claim same during the maintenance of said deposit and as long as such contest operates to prevent enforcement or lien collection of record by payment, deposit in court or bondsuch Impositions against, or otherwise contest such claim the sale or lienforfeiture of, provided the Property for non-payment thereof, and is prosecuted with due diligence and continuity, and shall not have been terminated or discontinued adversely to Mortgagor. Upon termination of any such action proceeding or contest will preclude enforcement contest, Mortgagor shall pay the amount of such claim Impositions or lienpart thereof as finally determined in such proceeding or contest. However, if monies have been deposited with Mortgagee pursuant to this Section 1.03, said funds shall be applied toward such payment and the excess, if any, shall be returned to Mortgagor.