Common use of Tenant's Right to Contest Clause in Contracts

Tenant's Right to Contest. Notwithstanding anything herein to the contrary, after prior written notice to Landlord, Tenant, at Tenant’s own expense, may contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligence, the validity of any Law or Legal Requirement, the applicability of any Law or Legal Requirement to Tenant or the Premises or any alleged violation of any Law or Legal Requirement, provided that (i) Tenant is not in default of any of the provisions of this Lease, which default has lapsed beyond any applicable notice and cure period; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any instrument to which Tenant 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 Premises, nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (iv) Tenant shall promptly upon final determination thereof comply with any such Law or Legal Requirement determined to be valid or applicable or cure any violation of any Law or Legal Requirement; (v) such proceeding shall suspend the enforcement of the contested Law or Legal Requirement against Tenant or the Premises; and (vi) Tenant shall furnish such security as may be required in the proceeding to insure compliance with such Law or Legal Requirement, together with all interest and penalties payable in connection therewith. Landlord may apply any such security, as necessary to cause compliance with such Law or Legal Requirement at any time when, in the reasonable judgment of Landlord, the validity, applicability or violation of such Law or Legal Requirement is finally established or the Premises (or any part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost.

Tenant's Right to Contest. Notwithstanding anything herein to the contrary, after prior written notice to Landlord, Tenant, at Tenant’s own expense, may contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligence, the validity of any Law or Legal Requirement, the applicability of any Law or Legal Requirement to Tenant or the Premises or any alleged violation of any Law or Legal Requirement, provided that (i) Tenant is not in default of any of the provisions other ------------------------- provision of this Lease, which default has lapsed beyond Tenant shall have the right to contest (a) the payment of any applicable notice and cure period; tax or other imposition, (b) compliance with any Legal Requirement or (c) any lien referred to in Section 6.7 so long as (i) at the time of any such contest, no Event of Default exists, (ii) no such proceeding contest shall be permitted under and be conducted in accordance with subject Landlord to the provisions risk of any instrument to which Tenant is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutescriminal liability, laws and ordinances; (iii) neither any such taxes or impositions are paid prior to the Premises, nor any part thereof assessment of penalties or interest therein will be in imminent danger thereon unless such payment would deprive Tenant of being soldthe right to contest the validity or amount of such taxes or impositions, forfeited, terminated, cancelled or lost; and (iv) Tenant shall promptly upon contest, in good faith, the existence, amount or validity thereof, the amount of the damages caused thereby, or the extent of its or Landlord's liability therefor by appropriate proceedings which shall operate during the pendency thereof to prevent or stay (1) the collection of, or other realization upon, the matter contested, (2) the sale, forfeiture or loss of any of the Hotels or any portion thereof or any Rent to satisfy or to pay any damages caused by any of the matters described in clauses (a), (b), and (c), (3) any interference with the use or occupancy of any of the Hotels, (4) any interference with the payment of any Rent, (5) the cancellation of any insurance policy, and (6) the enforcement or execution of any injunction, order or Legal Requirement with respect to such matter. Tenant further agrees that any such contest shall be prosecuted to a final determination thereof comply conclusion or settled as expeditiously as is reasonably possible under the circumstances. Any rebate made on account of any taxes or other impositions shall be repaid to the party who made such payment, or if such payment relates to a period prior to the Commencement Date, such payment shall be made to Tenant. If and to the extent required by applicable law or regulation, Landlord shall render to Tenant, at no cost to Landlord, any and all reasonable assistance in contesting the validity or amount of any impositions, including (if requested by Tenant) joining in the signing of any protests or pleading which Tenant may reasonably deem advisable to file. Tenant shall pay any and all losses, judgments, decrees and costs in connection with any such Law contest and shall, promptly after the final determination of such contest, fully pay and discharge the amounts which shall be levied, assessed, charged or Legal Requirement imposed or be determined to be valid payable therein or applicable or cure any violation of any Law or Legal Requirement; (v) such proceeding shall suspend the enforcement of the contested Law or Legal Requirement against Tenant or the Premises; and (vi) Tenant shall furnish such security as may be required in the proceeding to insure compliance with such Law or Legal Requirementconnection therewith, together with all penalties, fines, interest and penalties payable costs thereof or in connection therewith, and perform all acts the performance of which shall be ordered or decreed as a result thereof. Upon termination of this Lease for any reason other than an Event of Default, Landlord may apply shall promptly reimburse Tenant for any such security, as necessary payment made by Tenant for taxes and impositions described in Section 6.2(a) attributable to cause compliance with such Law or Legal Requirement at any time when, in the reasonable judgment of Landlord, the validity, applicability or violation of such Law or Legal Requirement is finally established or the Premises (or applicable to any part thereof or interest therein) shall be in danger period subsequent to the termination of being sold, forfeited, terminated, cancelled or lostthis Lease.

Tenant's Right to Contest. Notwithstanding anything herein any other provision of this Lease, Tenant shall have the right to contest (i) the payment of any tax or other imposition, (ii) compliance with any Legal Requirement or (iii) any lien referred to in Section 6.07 so long as (w) at the time of any such contest, no Event of Default exists, (x) no such contest shall subject Landlord to the contraryrisk of criminal liability, after (y) any such taxes or impositions are paid prior written notice to the assessment of penalties or interest thereon unless such payment would deprive Tenant of the right to contest the validity or amount of such taxes or impositions, and (z) Tenant shall contest, in good faith, the existence, amount or validity thereof, the amount of the damages caused thereby, or the extent of its or Landlord, Tenant, at Tenant’s own expense, may contest 's liability therefor by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligenceproceedings which shall operate during the pendency thereof to prevent or stay (1) the collection of, or other realization upon, the validity matter contested, (2) the sale, forfeiture or loss of any Law or Legal Requirement, the applicability of any Law or Legal Requirement to Tenant or the Premises or any alleged violation portion thereof or any Rental to satisfy or to pay any damages caused by any of any Law or Legal Requirement, provided that the matters described in clauses (i), (ii), and (iii), (3) Tenant is not in default any interference with the use or occupancy of any of the provisions Premises (4) any interference with the payment of this Leaseany Rental (5) the cancellation of any insurance policy and (6) the enforcement or execution of any injunction, which default has lapsed beyond order or Legal Requirement with respect to such matter. Tenant further agrees that any applicable notice and cure period; (ii) such proceeding contest shall be permitted prosecuted to a final conclusion or settled as expeditiously as is reasonably possible under and be conducted in accordance with the provisions circumstances. Any rebate made on account of any instrument taxes or other impositions shall be repaid to the party who made such payment. If and to the extent required by applicable law or regulation, Landlord shall render to Tenant, at no cost to Landlord, any and all reasonable assistance in contesting the validity or amount of an), impositions, including (if requested by Tenant) joining in the signing of any protests or pleading which Tenant 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 Premises, nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (iv) may reasonably deem advisable to file. Tenant shall promptly upon final determination thereof comply pay any and all losses, judgments, decrees and costs in connection with any such Law contest and shall, promptly after the final determination of such contest, fully pay and discharge the amounts which shall be levied, assessed, charged or Legal Requirement imposed or be determined to be valid payable therein or applicable or cure any violation of any Law or Legal Requirement; (v) such proceeding shall suspend the enforcement of the contested Law or Legal Requirement against Tenant or the Premises; and (vi) Tenant shall furnish such security as may be required in the proceeding to insure compliance with such Law or Legal Requirementconnection therewith, together with all penalties, fines, interest and penalties payable costs thereof or in connection therewith, and perform all acts the performance of which shall be ordered or decreed as a result thereof. Upon termination of this Lease for any reason other than an Event of Default, Landlord may apply shall promptly reimburse Tenant for any such security, as necessary payment made by Tenant for taxes and impositions described in Section 6.02A attributable to cause compliance with such Law or Legal Requirement at any time when, in the reasonable judgment of Landlord, the validity, applicability or violation of such Law or Legal Requirement is finally established or the Premises (or applicable to any part thereof or interest therein) shall be in danger period subsequent to the termination of being sold, forfeited, terminated, cancelled or lostthe Lease.

Tenant's Right to Contest. Notwithstanding anything herein If Tenant receives notice of any violation of any law or requirement of public authority or requirement of insurance bodies applicable to the contraryPremises, after prior written it shall give prompt notice thereof to Landlord, Tenant. Tenant may, at Tenant’s own its expense, may contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligence, the validity of any Law or Legal Requirement, the applicability of any Law such law or Legal Requirement to Tenant requirement of public authority or the Premises or any alleged violation requirement of any Law or Legal Requirementinsurance bodies by appropriate proceedings prosecuted diligently and in good faith, and may defer compliance therewith, provided that (i) Tenant Landlord is not in default thereby subjected to criminal prosecution or criminal or civil penalty of any of the provisions of this Leasenature, which default has lapsed beyond any applicable notice and cure period; (ii) no unsafe or hazardous condition remains unremedied, (iii) the Premises, or any part thereof, shall not be subject to being condemned or vacated by reason of such proceeding shall be permitted under non-compliance or such contest, (iv) no insurance policy carried in respect of the Property by Landlord is cancelled and be conducted no premium for any such policy is increased by reason of such non-compliance or such contest, unless Tenant agrees to, and in accordance with fact does, pay the provisions amount of any instrument to which Tenant is subject such increase within thirty (30) days after demand for payment by Landlord, and (v) such non-compliance or contest shall not constitute a default thereunder and such proceeding shall be conducted or result in accordance with all applicable statutes, laws and ordinances; (iii) neither the Premises, nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (iv) Tenant shall promptly upon final determination thereof comply with any such Law or Legal Requirement determined to be valid or applicable or cure any violation of any Law Underlying Lease or Legal Requirement; (v) any mortgage on the Building or on an Underlying Lease thereof unless Tenant has been notified that such proceeding non-compliance or consent shall suspend constitute or result in a violation of any such Underlying Lease or mortgage, and Tenant complies with all requirements of all such Underlying Leases or mortgages including those, if any, relating to the enforcement furnishing of the contested Law security. Tenant hereby agrees to indemnify, defend and save Landlord harmless from and against any loss, liability, damage and expense arising out of any such deferral of compliance or Legal Requirement against Tenant or the Premises; contest, including, without limitation, attorneys' fees and (vi) disbursements and other expenses reasonably incurred by Landlord, and Tenant shall furnish keep Landlord advised as to all settlements of such security as may be required in the proceeding to insure compliance with such Law or Legal Requirement, together with all interest and penalties payable in connection therewithcontest. Landlord may apply agrees to execute any document reasonably required by Tenant in order to permit Tenant effectively to carry on any such securitycontest, as necessary provided Landlord is not thereby subjected to cause compliance with such Law any cost or Legal Requirement at expense or exposed to any time when, in the reasonable judgment of Landlord, the validity, applicability liability or violation of such Law or Legal Requirement is finally established or the Premises (or any part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lostobligation on account thereof.

Tenant's Right to Contest. Notwithstanding anything herein to the contrary, after prior written notice to Landlord, Tenant, at Tenant’s its own cost and expense, may contest contest, by appropriate legal proceeding proceeding, promptly initiated and conducted in good faith and with due diligence, diligence the amount or validity of any Law or Legal Requirement, the applicability of any Law or Legal Requirement to Tenant or the Premises or any alleged violation of any Law or Legal Requirement, provided that Imposition (i) Tenant is not in default of any of the provisions of this Leaseexcept for Non-Lien Impositions, which default has lapsed beyond any applicable notice and cure period; (ii) such proceeding shall be permitted under and be conducted Tenant may contest in accordance with Section 7.4 below) in any manner permitted by law, in Tenant’s name, and, whenever necessary, in Landlord’s name, provided that: (a) if expressly required by the provisions Fee Mortgagee, Tenant has paid the uncontested portion of any instrument to which Tenant is subject such Imposition and paid such contested Imposition “under protest” or deposited the amount of such Impositions with Landlord, (b) such noncompliance shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutescrime on the part of Landlord or any agent, laws and ordinances; servant, employee, trustee, beneficiary or principal of Landlord, (iiic) neither the Premises, an Individual Property nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (iv) Tenant shall promptly upon final determination thereof comply with any such Law or Legal Requirement determined to be valid or applicable or cure any violation of any Law or Legal Requirement; (v) such proceeding shall suspend the enforcement of the contested Law or Legal Requirement against Tenant or the Premises; and (vi) Tenant shall furnish such security as may be required in the proceeding to insure compliance with such Law or Legal Requirement, together with all interest and penalties payable in connection therewith. Landlord may apply any such security, as necessary to cause compliance with such Law or Legal Requirement at any time when, in the reasonable judgment of Landlord, the validity, applicability or violation of such Law or Legal Requirement is finally established or the Premises (or any part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled canceled or lostsurrendered, (d) such noncompliance will not result in any lien, charge or other liability of any kind against any Individual Property or against Landlord, any other Landlord Party or Tenant’s interest in this Lease and Tenant shall indemnify Landlord and the other Landlord Parties against any such lien, charge or other liability, (e) Tenant shall prosecute such contest (at Tenant’s own expense) with due diligence and in good faith to a final determination by the court, department or Governmental Authority having final jurisdiction and shall promptly comply with such final determination, (f) provided that no Event of Default has occurred and is continuing and (g) Tenant shall promptly notify Landlord upon Tenant’s actual knowledge of any lien or similar charge that is filed against any Individual Property. Landlord will cooperate with Tenant and execute any documents or pleadings reasonably required for such purposes, provided that the same shall be without cost, liability or expense to Landlord (and Landlord hereby waives, in the absence of any Event of Default by Tenant, any right to itself contest the amount or validity of any Impositions), and provided further that Tenant shall indemnify and hold Landlord and the other Landlord Parties harmless from and against any such cost, liability or expense incurred in connection with such proceedings. Such contest may include appeals from any judgment, decree or order until a final determination is made by a court or governmental department or authority having final jurisdiction in the matter. Upon the termination of any such contest, Tenant shall pay the amount of the contested Imposition as finally determined in such contest, and all interest, penalties and all other costs, charges, fees and liabilities in connection therewith. All refunds and abatements of Impositions payable during the Term shall belong to Tenant unless such Impositions are payable with respect to a period any portion of which is before or after the expiration of the Term, in which event such refund shall be apportioned between Landlord and Tenant based upon the portions of the period covered by such Imposition which are during and after the Term. As used herein, “Non-Lien Impositions” refers to those Impositions which are not real estate taxes, assessments or special assessments or similar taxes or charges and the failure to pay any such Impositions will not result in the assertion of a lien against the applicable Individual Property (or any portion thereof).

Tenant's Right to Contest. Notwithstanding anything herein If Tenant receives notice of any violation of any law or requirement of public authority or requirement of insurance bodies applicable to the contraryPremises, after prior written it shall give prompt notice thereof to Landlord, Tenant. Tenant may, at Tenant’s own its expense, may contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligence, the validity of any Law or Legal Requirement, the applicability of any Law such law or Legal Requirement to Tenant requirement of public authority or the Premises or any alleged violation requirement of any Law or Legal Requirementinsurance bodies by appropriate proceedings prosecuted diligently and in good faith, and may defer compliance therewith, provided that (i) Tenant Landlord is not in default thereby subjected to criminal prosecution or criminal or civil penalty of any of the provisions of this Leasenature, which default has lapsed beyond any applicable notice and cure period; (ii) no unsafe or hazardous condition remains unremedied, (iii) the Premises, or any part thereof, shall not be subject to being condemned or vacated by reason of such proceeding shall be permitted under non-compliance or such contest, (iv) no insurance policy carried in respect of the Property by Landlord is cancelled and be conducted in accordance with the provisions no premium for any such policy is increased by reason of any instrument to which Tenant is subject such non-compliance or such contest, and (v) such non-compliance or contest shall not constitute a default thereunder and such proceeding shall be conducted or result in accordance with all applicable statutes, laws and ordinances; (iii) neither the Premises, nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (iv) Tenant shall promptly upon final determination thereof comply with any such Law or Legal Requirement determined to be valid or applicable or cure any violation of any Law Underlying Lease or Legal Requirement; (v) any mortgage on the Building or on an Underlying Lease thereof, and Tenant complies with all requirements of all such proceeding shall suspend Underlying Leases or mortgages including those, if any, relating to the enforcement furnishing of the contested Law security. Tenant hereby agrees to indemnify and save Landlord harmless from and against any loss, liability, damage and expense arising out of any such deferral of compliance or Legal Requirement against Tenant or the Premises; contest, including, without limitation, reasonable attorneys’ fees and (vi) disbursements and other expenses reasonably and actually incurred by Landlord, and Tenant shall furnish keep Landlord advised as to all settlements of such security as may be required in the proceeding to insure compliance with such Law or Legal Requirement, together with all interest and penalties payable in connection therewithcontest. Landlord may apply agrees to execute any document reasonably required by Tenant in order to permit Tenant effectively to carry on any such securitycontest, as necessary provided Landlord is not thereby subjected to cause compliance with such Law any cost or Legal Requirement at expense or exposed to any time when, in the reasonable judgment of Landlord, the validity, applicability liability or violation of such Law or Legal Requirement is finally established or the Premises (or any part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lostobligation on account thereof.

Tenant's Right to Contest. Notwithstanding anything herein to the contrary, after prior written If Tenant receives notice to Landlord, Tenant, at Tenant’s own expense, may contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligence, the validity of any Law or Legal Requirement, the applicability of any Law or Legal Requirement to Tenant or the Premises or any alleged violation of any Law or Legal Requirementrequirement of public authority or requirement of insurance bodies applicable to the Premises, it shall give prompt notice thereof to Landlord. Tenant may, at its expense, contest the validity or applicability of any such law or requirement of public authority or requirement of insurance bodies by appropriate proceedings prosecuted diligently and in good faith, and may defer compliance therewith, provided that (i) Tenant Landlord is not in default thereby subjected to criminal prosecution or criminal or civil penalty of any of the provisions of this Leasenature, which default has lapsed beyond any applicable notice and cure period; (ii) no unsafe or hazardous condition remains unremedied, (iii) the Premises, or any part thereof, shall not be subject to being condemned or vacated by reason of such proceeding shall be permitted under non-compliance or such contest, (iv) no insurance policy carried in respect of the Project by Landlord is canceled and be conducted in accordance with the provisions no premium for any such policy is increased by reason of any instrument to which Tenant is subject and such non-compliance or such contest, (v) such non-compliance or contest shall not constitute a default thereunder and such proceeding shall be conducted or result in accordance with all applicable statutes, laws and ordinances; (iii) neither the Premises, nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (iv) Tenant shall promptly upon final determination thereof comply with any such Law or Legal Requirement determined to be valid or applicable or cure any violation of any Law Superior Lease or Legal Requirement; (v) any Superior Mortgage on the Building, and Tenant complies with all requirements of all such proceeding shall suspend Superior Lease or Superior Mortgages including those, if any, relating to the enforcement furnishing of the contested Law or Legal Requirement against Tenant or the Premises; security, and (vi) if Landlord so requires, Tenant furnishes to Landlord the bond of a surety company, in form and substance satisfactory to Landlord, in an amount at least equal to one hundred twenty-five percent (125%) of the cost of such compliance (as estimated by Landlord), or such other security reasonably satisfactory in all respects to Landlord. Tenant hereby agrees to indemnify and save Landlord harmless from and against any loss, liability, damage and expense arising out of any such deferral of compliance or contest, including, without limitation, reasonable attorneys' fees and disbursements and other expenses reasonably incurred by Landlord, and Tenant shall furnish keep Landlord advised as to all settlements of such security as may be required in the proceeding to insure compliance with such Law or Legal Requirement, together with all interest and penalties payable in connection therewithcontest. Landlord may apply agrees to execute any document reasonably required by Tenant in order to permit Tenant effectively to carry on any such securitycontest, as necessary provided Landlord is not thereby subjected to cause compliance with such Law any cost or Legal Requirement at expense or exposed to any time when, in the reasonable judgment of Landlord, the validity, applicability liability or violation of such Law or Legal Requirement is finally established or the Premises (or any part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lostobligation on account thereof.

Tenant's Right to Contest. Notwithstanding anything herein to the contrary, after After prior written notice to Landlord, TenantTenant shall not be required to pay any Taxes so long as Tenant shall contest, at Tenant’s own expense, may contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligenceat its expense, the validity of any Law or Legal Requirementexistence, the applicability of any Law or Legal Requirement to Tenant amount or the Premises validity thereof by appropriate proceedings which shall operate during the pendency thereof to prevent (A) the collection of, or any alleged violation of any Law other realization upon, the Taxes so contested, (B) the sale, forfeiture or Legal Requirement, provided that (i) Tenant is not in default loss of any of the provisions Premises, any Minimum Rent or any Additional Rent to satisfy the same, (C) any interference with the use or occupancy of this Leaseany portion of the Premises, which default has lapsed beyond (D) any applicable notice interference with the payment of any Minimum Rent or any Additional Rent, and cure period; (E) the cancellation of any fire or other insurance policy. In no event shall Tenant pursue any contest with respect to any Taxes in such manner that exposes Landlord or its lender to (i) criminal liability, penalty or sanction, (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any instrument to civil liability, penalty or sanction for which Tenant is subject has not made provisions reasonably acceptable to Landlord and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; its lender or (iii) neither defeasance of its interest in the Premises. Tenant agrees that each such contest shall be promptly and diligently prosecuted to a final conclusion, nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (iv) except that Tenant shall promptly upon final determination thereof comply have the right to attempt to settle or compromise such contest through negotiations. Tenant shall pay and save Landlord and its lender harmless against any and all losses, judgments, decrees and costs (including all attorneys’ fees and expenses) in connection with any such Law contest and shall, promptly after the final determination of such contest, fully pay and discharge the amounts which shall be levied, assessed, charged or Legal Requirement imposed or be determined to be valid payable therein or applicable or cure any violation of any Law or Legal Requirement; (v) such proceeding shall suspend the enforcement of the contested Law or Legal Requirement against Tenant or the Premises; and (vi) Tenant shall furnish such security as may be required in the proceeding to insure compliance with such Law or Legal Requirementconnection therewith, together with all interest penalties, fines, interest, costs and penalties payable expenses thereof or in connection therewith. Landlord may apply any such security, as necessary to cause compliance with such Law or Legal Requirement at any time when, in and perform all acts the reasonable judgment performance of Landlord, the validity, applicability or violation of such Law or Legal Requirement is finally established or the Premises (or any part thereof or interest therein) which shall be in danger of being sold, forfeited, terminated, cancelled ordered or lostdecreed as a result thereof.

Tenant's Right to Contest. Notwithstanding anything herein to the contrary, after prior written notice to Landlord, Tenant, at Tenant’s own expense, may contest by appropriate legal proceeding promptly initiated and conducted in good faith and with due diligence, the validity of any Law or Legal Requirement, the applicability of any Law or Legal Requirement to Tenant or the Premises or any alleged violation of any Law or Legal Requirement, provided that (i) Tenant is not in default of any of the provisions of this Lease, which default has lapsed beyond any applicable notice and cure period; (ii) such proceeding shall be permitted under and be conducted in accordance with the provisions of any instrument to which Tenant 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 Premises, nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled or lost; (iv) Tenant shall promptly upon final determination thereof comply with any such Law or Legal Requirement determined to be valid or applicable or cure any violation of any Law or Legal Requirement; (v) such proceeding shall suspend the enforcement of the contested Law or Legal Requirement against Tenant or the Premises; and (vi) Tenant shall furnish such security as may be required in the proceeding to insure compliance with such Law or Legal Requirement, together with all interest and penalties payable in connection therewith. Landlord may apply any such security, as necessary to cause compliance with such Law or Legal Requirement at any time when, in the reasonable judgment of Landlord, the validity, applicability or violation of such Law or Legal Requirement is finally established or the Premises (or any part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost.. Lease – Friendswood SNF 14