Common use of Filing and Recording Obligations Clause in Contracts

Filing and Recording Obligations. Each Loan Party shall pay all filing, registration and recording fees and all expenses incident to the execution and acknowledgement of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 and shall pay all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages or any other Loan Document, including any instrument of further assurance described in Section 5.15.1, and shall pay all stamp taxes and other taxes required to be paid on the Notes or any other Loan Document, but excluding in the case of any Lender, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan hereunder is located. If any Loan Party fails to make any of the payments described in the preceding sentence within 10 days after notice thereof from the Agent (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by Lender, in its sole discretion) accompanied by documentation verifying the nature and amount of such payments, the Agent may (but shall not be obligated to) pay the amount due and the Loan Parties shall reimburse all amounts in accordance with the terms hereof upon demand. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent may declare the Loans immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not less than 30 days after such declaration in a principal amount equal to the Property Amount with respect to the applicable Mortgaged Property, and such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been made.

Filing and Recording Obligations. Each Loan Party shall pay all filing, registration and recording fees and all expenses incident to the execution and acknowledgement of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 and shall pay all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages or any other Loan Document, including any instrument of further assurance described in Section 5.15.1, and shall pay all stamp taxes and other taxes required to be paid on the Notes or any other Loan Document, but excluding in the case of any Lender, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan Loans hereunder is locatedlocated or Taxes to which it is generally subject by reason of its conduct of its business therein. If any Loan Party fails to make any of the payments described in the preceding sentence within 10 days after notice thereof from the Agent (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by LenderAgent, in its sole discretion) accompanied by documentation verifying the nature and amount of such payments, the Agent may (but shall not be obligated to) pay the amount due and the Loan Parties shall reimburse all amounts in accordance with the terms hereof upon demand. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent may declare the Loans immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not less than 30 days after such declaration in a principal amount equal to the Property Amount with respect to the applicable Mortgaged Property, and such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been made.

Filing and Recording Obligations. Each Loan Party The Borrower shall pay or cause to be paid all filing, registration and recording fees and all expenses incident to the execution and acknowledgement acknowledgment of or enforcement under any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 subsection 6.10A, and shall pay or cause to be paid all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of or enforcement under any Mortgage Collateral Document or any other Loan DocumentDocument or the Assignment of Reinsurances, or any leases or subleases entered into in connection with the Project (except to the extent already recorded) or memoranda thereof, including any instrument of further assurance described in Section 5.15.1 subsection 6.10A, or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages any Collateral Document or any other Loan DocumentDocument or the Assignment of Reinsurances, including any instrument of further assurance described in Section 5.15.1subsection 6.10A, and shall pay all stamp taxes and other taxes required to be paid on the Notes or any other Loan DocumentDocument or the Assignment of Reinsurances, but excluding in the case of any Lendereach Lender and the Administrative Agent, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan Loans hereunder is located. If any Loan Party Borrower fails to make or cause to be made any of the payments described in the preceding sentence within 10 15 days after notice thereof from the Administrative Agent (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by Lenderthe Administrative Agent, in its sole discretion) accompanied by documentation verifying the nature and amount of such payments, the Administrative Agent may (but shall not be obligated to) pay the amount due and the Loan Parties Borrower shall reimburse all amounts in accordance with the terms hereof upon demand. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent may declare the Loans immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not less than 30 days after such declaration in a principal amount equal to the Property Amount with respect to the applicable Mortgaged Property, and such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been madehereof.

Filing and Recording Obligations. Each Loan Party shall pay all filing, registration and recording fees and all expenses incident to the execution and acknowledgement of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 and shall pay all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages or any other Loan Document, including any instrument of further assurance described in Section 5.15.1, and shall pay all stamp taxes and other taxes required to be paid on the Notes or any other Loan Document, but excluding in the case of any Lender, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan hereunder is located. If any Loan Party fails to make any of the payments described in the preceding sentence within 10 days after notice thereof from the Agent (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by Lender, in its sole discretion) accompanied by documentation verifying the nature and amount of such payments, the Agent may (but shall not be obligated to) pay the amount due and the Loan Parties shall reimburse all amounts in accordance with the terms hereof upon demand. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent may declare the Loans immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not 71 less than 30 days after such declaration in a principal amount equal to the Property Amount with respect to the applicable Mortgaged Property, and such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been made.

Filing and Recording Obligations. Each Loan Party shall pay all filing, registration and recording fees and all expenses incident to the execution and acknowledgement of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 and shall pay all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 or by reason of its interest in, or measured by amounts payable under, the NotesNote, the Mortgages or any other Loan Document, including any instrument of further assurance described in Section 5.15.1, and shall pay all stamp taxes and other taxes required to be paid on the Notes Note or any other Loan Document, but excluding in the case of any each Lender and Lender, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan hereunder is located. If any Loan Party fails to make any of the payments described in the preceding sentence within 10 days after notice thereof from the Agent Lender (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by Lender, in its sole discretion) accompanied by documentation verifying the nature and amount of such payments, the Agent Lender may (but shall not be obligated to) pay the amount due and the Loan Parties shall reimburse all amounts in accordance with the terms hereof upon demand. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent Lender may declare the Loans Loan immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not less than 30 days after such declaration in a principal amount equal to the Property Amount with respect to the applicable Mortgaged Property, and such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been made.

Filing and Recording Obligations. Each Loan Party Except as excused by the Bankruptcy Code or applicable orders of the Court, each Borrower shall jointly and severally pay all filing, registration and recording fees and all expenses incident to the execution and acknowledgement of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 subsection 6.15A, and shall pay all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 subsection 6.15A, or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages or any other Loan Document, including any instrument of further assurance described in Section 5.15.1subsection 6.15A, (excluding income, franchise and doing business taxes), and shall pay all stamp taxes and other taxes required to be paid on the Notes or any other Loan Document; PROVIDED, but excluding HOWEVER, that such Borrower may contest in good faith and through appropriate proceedings, any such taxes, duties, imposts, assessments and charges; PROVIDED FURTHER, HOWEVER, that such Borrower shall pay all such taxes, duties, imposts and charges when due to the case appropriate taxing authority during the pendency of any Lender, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan hereunder is locatedsuch proceedings if required to do so to stay enforcement thereof. If any Loan Party Borrower fails to make any of the payments described in the preceding sentence within 10 ten (10) days after notice thereof from the Agent (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by Lender, in its sole discretionAgent) accompanied by documentation verifying the nature and amount of such payments, the Agent may (but shall not be obligated to) pay the amount due and the Loan Parties Borrowers shall jointly and severally reimburse all amounts in accordance with the terms hereof upon demand. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent may declare the Loans immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not less than 30 days after such declaration in a principal amount equal to the Property Amount with respect to the applicable Mortgaged Property, and such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been madehereof.

Filing and Recording Obligations. Each Loan Party Borrower shall jointly and severally pay all filing, registration and recording fees and all expenses incident to the execution and acknowledgement acknowledgment of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 SECTION 7.11(a), and shall pay all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 SECTION 7.11(a), or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages or any other Loan Document, including any instrument of further assurance described in Section 5.15.1SECTION 7.11(a), (excluding income, franchise and doing business taxes), and shall pay all stamp taxes and other taxes required to be paid on the Notes or any other Loan Document; PROVIDED, but excluding however, that such Borrower may contest in good faith and through appropriate proceedings, any such taxes, duties, imposts, assessments and charges; PROVIDED further, however, that such Borrower shall pay all such taxes, duties, imposts and charges when due to the case appropriate taxing authority during the pendency of any Lender, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan hereunder is locatedsuch proceedings if required to do so to stay enforcement thereof. If any Loan Party Borrower fails to make any of the payments described in the preceding sentence within 10 days after notice thereof from the Agent (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by Lender, in its sole discretionthe Agent) accompanied by documentation verifying the nature and amount of such payments, the Agent may (but shall not be obligated to) pay the amount due and the Loan Parties Borrowers shall jointly and severally reimburse all amounts in accordance with the terms hereof upon demandhereof. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent may declare the Loans immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not less than 30 days after such declaration in a principal amount equal Anything herein to the Property Amount contrary notwithstanding, if the Agent, in its reasonable discretion, shall determine to file any such financing statements, notices of lien, mortgages or similar instruments, or to otherwise confirm perfection of such liens, the Borrowers shall cooperate with respect to the applicable Mortgaged Property, and assist in such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been madeprocess.

Filing and Recording Obligations. Each Loan Party The Borrowers shall pay or cause to be paid all filing, registration and recording fees and all expenses incident to the execution and acknowledgement acknowledgment of the Deeds of Trust or any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 subsection 5.10A, and shall pay or cause to be paid all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of any Mortgage Collateral Document or any other Loan Document, the XXXXX, the Cooperation Agreement (or any amendments thereto) or any leases or subleases entered into in connection with the Phase II Project (except to the extent already recorded) or memoranda thereof, including any instrument of further assurance described in Section 5.15.1 subsection 5.10A, or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages any Collateral Document or any other Loan Document, including any instrument of further assurance described in Section 5.15.1subsection 5.10A, and shall pay all stamp taxes and other taxes required to be paid on the Notes or any other Loan Document, but excluding in the case of any Lendereach Lender and the Administrative Agent, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan Loans hereunder is located. If any Loan Party either Borrower fails to make or cause to be made any of the payments described in the preceding sentence within 10 15 days after notice thereof from the Administrative Agent (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by Lenderthe Administrative Agent, in its sole discretion) accompanied by documentation verifying the nature and amount of such payments, the Administrative Agent may (but shall not be obligated to) pay the amount due and the Loan Parties Borrowers shall reimburse all amounts in accordance with the terms hereof upon demand. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent may declare the Loans immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not less than 30 days after such declaration in a principal amount equal to the Property Amount with respect to the applicable Mortgaged Property, and such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been madehereof.

Filing and Recording Obligations. Each Loan Party The Borrowers shall pay or cause to be paid all filing, registration and recording fees and all expenses incident to the execution and acknowledgement acknowledgment of the Deeds of Trust or any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 subsection 5.10A, and shall pay or cause to be paid all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of any Mortgage Collateral Document or any other Loan Document, the CXXXX, the Cooperation Agreement (or any amendments thereto) or any leases or subleases entered into in connection with the Phase II Project (except to the extent already recorded) or memoranda thereof, including any instrument of further assurance described in Section 5.15.1 subsection 5.10A, or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages any Collateral Document or any other Loan Document, including any instrument of further assurance described in Section 5.15.1subsection 5.10A, and shall pay all stamp taxes and other taxes required to be paid on the Notes or any other Loan Document, but excluding in the case of any Lendereach Lender and the Administrative Agent, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan Loans hereunder is located. If any Loan Party either Borrower fails to make or cause to be made any of the payments described in the preceding sentence within 10 15 days after notice thereof from the Administrative Agent (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by Lenderthe Administrative Agent, in its sole discretion) accompanied by documentation verifying the nature and amount of such payments, the Administrative Agent may (but shall not be obligated to) pay the amount due and the Loan Parties Borrowers shall reimburse all amounts in accordance with the terms hereof upon demand. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent may declare the Loans immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not less than 30 days after such declaration in a principal amount equal to the Property Amount with respect to the applicable Mortgaged Property, and such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been madehereof.

Filing and Recording Obligations. Each Loan Party Borrowers shall pay or cause to be paid all filing, registration and recording fees and all expenses incident to the execution and acknowledgement acknowledgment of the Deed of Trust, the Leasehold Deed of Trust or any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 subsection 5.11A, and shall pay or cause to be paid all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of the Deed of Trust, the Leasehold Deed of Trust or any Mortgage or other Loan DocumentDocument or the Mall Lease or a memorandum thereof, including any instrument of further assurance described in Section 5.15.1 subsection 5.11A, or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages Deed of Trust, the Leasehold Deed of Trust or any other Loan Document, including any instrument of further assurance described in Section 5.15.1subsection 5.11A, and shall pay all stamp taxes and other taxes required to be paid on the Notes or any other Loan Document, but excluding in the case of any Lender, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan Loans hereunder is located. If any Loan Party Borrower fails to make or cause to be made any of the payments described in the preceding sentence within 10 15 days after notice thereof from the Agent Lender (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by Lender, in its sole discretion) accompanied by documentation verifying the nature and amount of such payments, the Agent Lender may (but shall not be obligated to) pay the amount due and the Loan Parties such Borrower shall reimburse all amounts in accordance with the terms hereof upon demand. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent may declare the Loans immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not less than 30 days after such declaration in a principal amount equal to the Property Amount with respect to the applicable Mortgaged Property, and such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been madehereof.

Filing and Recording Obligations. Each Loan Party The Borrowers shall pay or cause to be paid all filing, registration and recording fees and all expenses incident to the execution and acknowledgement acknowledgment of the Deeds of Trust or any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 subsection 6.10A, and shall pay or cause to be paid all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of any Mortgage Collateral Document or any other Loan Document, the XXXXX, the Cooperation Agreement (or any amendments thereto), or any leases or subleases entered into in connection with the Existing Facility or the Phase II Project (except to the extent already recorded) or memoranda thereof, including any instrument of further assurance described in Section 5.15.1 subsection 6.10A, or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages any Collateral Document or any other Loan Document, including any instrument of further assurance described in Section 5.15.1subsection 6.10A, and shall pay all stamp taxes and other taxes required to be paid on the Notes or any other Loan Document, but excluding in the case of any Lendereach Lender and the Administrative Agent, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan Loans hereunder is located. If any Loan Party Borrower fails to make or cause to be made any of the payments described in the preceding sentence within 10 15 days after notice thereof from the Administrative Agent (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by Lenderthe Administrative Agent, in its sole discretion) accompanied by documentation verifying the nature and amount of such payments, the Administrative Agent may (but shall not be obligated to) pay the amount due and the Loan Parties such Borrower shall reimburse all amounts in accordance with the terms hereof upon demand. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent may declare the Loans immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not less than 30 days after such declaration in a principal amount equal to the Property Amount with respect to the applicable Mortgaged Property, and such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been madehereof.

Filing and Recording Obligations. Each Loan Party The Borrowers shall pay or cause to be paid all filing, registration and recording fees and all expenses incident to the execution and acknowledgement acknowledgment of the Deed of Trust or any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 subsection 6.11A, and shall pay or cause to be paid all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of any Mortgage Collateral Document or any other Loan Document, the Billboard Master Lease, the Canyon Ranch Master Lease and the Lutece Lease (except to the extent already recorded) or memoranda thereof, including any instrument of further assurance described in Section 5.15.1 subsection 6.11A, or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages any Collateral Document or any other Loan Document, including any instrument of further assurance described in Section 5.15.1subsection 6.11A, and shall pay all stamp taxes and other taxes required to be paid on the Notes or any other Loan Document, but excluding in the case of any Lendereach Lender and the Administrative Agent, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan Loans hereunder is located. If any Loan Party Borrower fails to make or cause to be made any of the payments described in the preceding sentence within 10 15 days after notice thereof from the Administrative Agent (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by Lenderthe Administrative Agent, in its sole discretion) accompanied by documentation verifying the nature and amount of such payments, the Administrative Agent may (but shall not be obligated to) pay the amount due and the Loan Parties such Borrower shall reimburse all amounts in accordance with the terms hereof upon demand. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent may declare the Loans immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not less than 30 days after such declaration in a principal amount equal to the Property Amount with respect to the applicable Mortgaged Property, and such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been madehereof.

Filing and Recording Obligations. Each Loan Party shall pay all filing, registration and recording fees and all expenses incident to the execution and acknowledgement of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 subsection 6.21A, and shall pay all mortgage recording taxes, transfer taxes, general intangibles taxes and governmental stamp and other taxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 subsection 6.21A, or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages or any other Loan Document, including any instrument of further assurance described in Section 5.15.1subsection 6.21A, and shall pay all stamp taxes and other taxes required to be paid on the Notes or any other Loan Document, but excluding in the case of any Lendereach Lender and the Agent, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan Loans hereunder is located. If any Loan Party fails to make any of the payments described in the preceding sentence within 10 days after notice thereof from the Agent (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax foreclosure or otherwise, as determined by Lenderthe Agent, in its sole discretion) accompanied by documentation verifying the nature and amount of such payments, the Agent may (but shall not be obligated to) pay the amount due and the such Loan Parties Party shall reimburse all amounts in accordance with the terms hereof upon demandhereof. If Applicable Law prohibits any Loan Party from paying such taxes, charges, filing, registration and recording fees, excises, levies, stamp taxes or other taxes, then the Agent may declare the Loans immediately due and payable in accordance with the terms of this Agreement, without premium or penalty not less than 30 days after such declaration in a principal amount equal to the Property Amount with respect to the applicable Mortgaged Property, and such Mortgaged Property Amount shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been made. Subject to the foregoing, and at its expense, the Borrower shall be entitled to cause any Mortgage to be amended to increase the maximum aggregate principal amount secured by such Mortgage. SCHEDULE 1.1B annexed hereto shall be supplemented to reflect each such increase with respect to which the Borrower shall have paid all applicable mortgage and recording taxes.

Filing and Recording Obligations. Each Loan Party shall pay all filing, registration and recording fees and all expenses incident to the execution and acknowledgement of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 assurance, and shall pay all mortgage recording taxesTaxes, transfer taxesTaxes, general intangibles taxes Taxes and governmental stamp and other taxesTaxes, duties, imposts, assessments and charges arising out of or in connection with the execution, delivery, filing, recording or registration of any Mortgage or other Loan Document, including any instrument of further assurance described in Section 5.15.1 assurance, or by reason of its interest in, or measured by amounts payable under, the Notes, the Mortgages or any other Loan Document, including any instrument of further assurance described in Section 5.15.1assurance, and shall pay all stamp taxes Taxes and other taxes Taxes required to be paid on the Notes or any other Loan Document; provided, but excluding however, that such Loan Party may contest in good faith and through appropriate proceedings, any such Taxes, duties, imposts, assessments and charges; provided further, however, that such Loan Party shall pay all such Taxes, duties, imposts and charges when due to the case appropriate taxing authority during the pendency of any Lender, Taxes imposed on its income by a jurisdiction under the laws of which it is organized or in which its principal executive office is located or in which its applicable lender office for funding or booking its Loan hereunder is locatedsuch proceedings. If any Loan Party fails to make any of the payments described in the preceding sentence within 10 days after notice thereof from the Agent (or such shorter period as is necessary to protect the loss of or diminution in value of any Collateral by reason of tax Tax foreclosure or otherwise, as determined by Lenderthe Agent, in its sole discretion) accompanied by documentation verifying the nature and amount of such payments), the Agent may (but shall not be obligated to) pay the amount due and the such Loan Parties Party shall reimburse all amounts in accordance with the terms hereof upon demandhereof. If Applicable Law prohibits any Loan Party from paying such taxesTaxes, charges, filing, registration and recording fees, excises, levies, stamp taxes Taxes or other taxesTaxes, then the Agent may declare the Loans immediately due and payable Property Amount with respect to the applicable Mortgaged Property in accordance with the terms of this Agreement, Agreement to be immediately due and payable without premium or penalty not less than 30 days after such declaration in a principal amount equal declaration. Notwithstanding the foregoing, no Loan Party shall be obligated to the Property Amount with respect pay any income, franchise or doing business taxes pursuant to the applicable Mortgaged Property, and such Mortgaged Property shall thereafter be excluded from the calculation of the Borrowing Base until all such payments have been made.this subsection 5.18C.