Common use of Impositions Clause in Contracts

Impositions. (a) Trustor shall pay, or cause to be paid, prior to delinquency, all real property taxes and assessments, general and special, and all other taxes and assessments of any kind or nature whatsoever, (including, without limitation, non-governmental levies or assessments such as maintenance charges, levies, or charges resulting from covenants, conditions and restrictions affecting the Trust Estate) that are assessed or imposed upon the Trust Estate or become due and payable and that create, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), provided, however, that if by law any Imposition is payable, or may at the option of the taxpayer be paid, in installments, Trustor may pay the same or cause it to be paid, together with any accrued interest on the unpaid balance of such Imposition, in installments as the same becomes due and before any fine, penalty, interest, or cost may be added thereto for the nonpayment of any such installment and interest. (b) If at any time after the date hereof there shall be assessed or imposed a fee, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be due. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor shall Mortgagor will pay, or cause to be paid, prior to delinquency, when due all of the following (hereinafter collectively called the "Impositions"): all real estate taxes, personal property taxes taxes, assessments, water and assessmentssewer rates and charges, and all other governmental levies and charges, of every kind and nature whatsoever, general and special, ordinary and extraordinary, which are assessed, levied, confirmed, imposed or become alien upon or against the Property or any portion thereof, and all other taxes taxes, assessments and assessments charges upon the rents, issues, income or profits of any kind or nature whatsoever, (including, without limitation, non-governmental levies or assessments such as maintenance charges, leviesthe Property, or which become payable with respect thereto or with respect to the occupancy, use or possession of the Property, whether such taxes, assessments or charges resulting from covenantsare levied directly or indirectly, conditions and restrictions affecting the Trust Estate) that are assessed or imposed Mortgagor shall deliver proof of payment of all such Impositions to Mortgagee upon the Trust Estate or become due and payable and that create, may create, or appear request of Mortgagee. Notwithstanding any provision to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”contrary in this Paragraph 3.2(a), provided, however, that if by law any Imposition tax or special assessment which is payable, or alien on the Property may at the option of the taxpayer be paid, paid in installments, Trustor may pay provided that each installment is paid on or prior to the date when the same or cause it to be paid, together with any accrued interest on is due without the unpaid balance of such Imposition, in installments as the same becomes due and before any fine, penalty, interest, or cost may be added thereto for the nonpayment imposition of any such installment and interestpenalty. (b) If at any time after At the date hereof there sole election of Mortgagee, Mortgagor shall pay to Mortgagee, with each payment that shall become due and payable pursuant to terms of the Loan Documents, the appropriate portion of the annual amount estimated by Mortgagee to be sufficient to pay the real estate taxes and assessments levied against the Property and the insurance premiums for policies required under Section 3.6 (Insurance) of this Mortgage, and such sums shall be assessed or imposed a fee, tax, or assessment on Beneficiary which is measured held by or based Mortgagee without interest in whole or in part upon this Deed of Trust or the outstanding amount of the Obligations, then all order to pay such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions insurance premiums 30 days prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately their due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner date; provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of if an Event of Default and upon request shall occur under this Mortgage, Mortgagee may elect to apply, to the full extent permitted by Beneficiarylaw, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay any or all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary said sums held pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and Paragraph 3.26 in such manner as Mortgagee shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may determine in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be duediscretion. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor Mortgagor shall pay, pay or cause to be paid, prior to delinquencybefore any fine, penalty, interest or cost attaches thereto, all real property taxes of the ground rents and assessmentsImpositions, general and special, and all other taxes and assessments of any kind or nature whatsoever, (including, without limitation, non-governmental levies any sales tax due in connection with the ground rents, as well as all claims for labor, materials or assessments supplies that, if unpaid, might by law become a lien on the Mortgaged Property, and shall submit to Mortgagee such as maintenance charges, levies, or charges resulting from covenants, conditions and restrictions affecting evidence of the Trust Estate) that are assessed or imposed upon the Trust Estate or become due and payable punctual payment of all such Impositions and that createclaims as may be required by law; PROVIDED, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), provided, howeverHOWEVER, that if by law any such Imposition is payablemay be paid in installments (whether or not interest shall accrue on the unpaid balance thereof), or may at the option of the taxpayer be paid, in installments, Trustor Mortgagor may pay the same or cause it to be paid, in installments (together with any accrued interest on the unpaid balance of such Imposition, in installments thereof) as the same becomes due and respectively become due, before any fine, penalty, interest, interest or cost may be added thereto for the nonpayment of any such installment and interestattaches thereto. (b) If Mortgagor at any time its expense may, after prior notice to Mortgagee, contest by appropriate legal, administrative or other proceedings conducted in good faith and with due diligence, the date hereof there shall be assessed amount or imposed a feevalidity or application, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligationspart, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedingsor lien therefor or any claims of mechanics, but this shall not be deemed materialmen, suppliers or construed in any way as relieving, modifying, vendors or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Impositionliens thereof, and unlessmay withhold payment of the same pending such proceedings if permitted by law, in Beneficiary’s absolute and sole discretion, as long as (i) Trustor in the case of any Impositions or lien therefor or any claims of mechanics, materialmen, suppliers or vendors or liens thereof, such proceedings shall demonstrate to Beneficiary’s satisfaction that suspend the proceedings to be initiated by Trustor shall conclusively operate to prevent collection thereof from the sale of Mortgaged Property, (ii) neither the Trust Estate or Mortgaged Property nor any part thereof or interest therein will be sold, forfeited or lost if Mortgagor pays the amount or satisfies the condition being contested, and Mortgagor would have the opportunity to satisfy such Imposition prior do so, in the event of Mortgagor's failure to final determination of such proceedingsprevail in the contest, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor Mortgagee would not, by virtue of such permitted contest, be exposed to any risk of any civil liability for which Mortgagor has not furnished additional security as provided in CLAUSE (iv) below, or to any risk of criminal liability, and neither the Mortgaged Property nor any interest therein would be subject to the imposition of any lien for which Mortgagor has not furnished additional security as provided in CLAUSE (iv) below, as a result of the failure to comply with such law or of such proceeding and (iv) Mortgagor shall demonstrate have furnished to Beneficiary’s satisfaction Mortgagee additional security in respect of the claim being contested or the loss or damage that Trustor has provided a good and sufficient undertaking may result from Mortgagor's failure to prevail in such contest in such amount as may be required or permitted reasonably requested by law to accomplish a stay of any such sale. Mortgagee, but in no event less than one hundred twenty-five percent (e125%) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be dueclaim. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor Mortgagor shall pay, pay or cause to be paid, prior to delinquencybefore any fine, penalty, interest or cost attaches thereto, all real property taxes of the Ground Rents and assessmentsImpositions, general and special, and all other taxes and assessments of any kind or nature whatsoever, (including, without limitation, non-governmental levies any sales tax due in connection with the Ground Rents, as well as all claims for labor, materials or assessments supplies that, if unpaid, might by law become lien on the Mortgaged Property, and shall submit to Mortgagee such as maintenance charges, levies, or charges resulting from covenants, conditions and restrictions affecting evidence of the Trust Estate) that are assessed or imposed upon the Trust Estate or become due and payable punctual payment of all such Impositions and that create, claims as may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), be required by law; provided, however, that if by law any such Imposition is payablemay be paid in installments (whether or not interest shall accrue on the unpaid balance thereof), or may at the option of the taxpayer be paid, in installments, Trustor Mortgagor may pay the same or cause it to be paid, installments (together with any accrued interest on the unpaid balance of such Imposition, in installments thereof) as the same becomes due and respectively become due, before any fine, penalty, interest, interest or cost may be added thereto for the nonpayment of any such installment and interestattaches thereto. (b) If Mortgagor at any time its expense may, after prior notice to Mortgagee, contest by appropriate legal, administrative or other proceedings conducted in good faith and with due diligence, the date hereof there shall be assessed amount or imposed a feevalidity or application, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligationspart, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedingsor lien therefor or any claims or mechanics, but this shall not be deemed materialmen, suppliers or construed in any way as relieving, modifying, vendor or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Impositionliens thereof, and unlessmay withhold payment of the same pending such proceedings if permitted by law, in Beneficiary’s absolute and sole discretion, as long as (i) Trustor in the case of any Impositions or lien therefor or any claims of mechanics, materialmen, suppliers or vendors or liens thereof, such proceedings shall demonstrate to Beneficiary’s satisfaction that suspend the proceedings to be initiated by Trustor shall conclusively operate to prevent collection thereof from the sale of Mortgaged Property, (ii) neither the Trust Estate or Mortgage Property nor any part thereof or interest therein will be sold, forfeited or lost if Mortgagor pays the amount or satisfies the condition being contested, and Mortgagor would have the opportunity to satisfy such Imposition prior do so, in the event of Mortgagor's failure to final determination of such proceedingsprevail in the contest, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor Mortgagee would ▇▇▇, ▇▇ virtue of such permitted contest, be exposed to any risk of any civil liability for which Mortgagor has not furnished additional security as provided in claus▇ (▇▇) ▇▇low, or to any risk of criminal liability, and neither the Mortgaged Property nor any interest therein would be subject to the imposition of any lien for which Mortgagor has not furnished additional security as provided in claus▇ (▇▇) ▇▇low, as a result of the failure to comply with such law or of such proceeding and (iv) Mortgagor shall demonstrate have furnished to Beneficiary’s satisfaction Mortgagee additional security in respect of the claim being contested or the loss or damage that Trustor has provided a good and sufficient undertaking may result from Mortgagor's failure to prevail in such contest in such amount as may be required or permitted ▇▇ ▇▇▇▇▇nably requested by law to accomplish a stay of any such sale. Mortgagee, but in no event less than one hundred twenty-five percent (e125%) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be dueclaim. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor shall pay, 5.1 The Mortgagor will pay or cause to be paidpaid as and when due and payable, prior to delinquencyand before they become delinquent, all real property taxes and assessments, general and special, and all other taxes and assessments of any kind or nature whatsoever, Impositions (including, without limitation, non-governmental levies or assessments as such as maintenance charges, leviesterm is defined in subsection 5.4.4 hereof) levied upon the Mortgaged Property, or charges resulting from covenantsany part thereof for which the Mortgagor and/or the Mortgaged Property, conditions and restrictions affecting the Trust Estate) that are or any part thereof, shall be assessed or imposed upon chargeable and will cause tenants under Major Leases (as such term is defined in the Trust Estate Assignment of Leases, dated of even date herewith, made by Mortgagor to Mortgagee) to comply with all lease provisions or become due and payable and that createcontracts relating to payment of such Impositions. Notwithstanding the foregoing, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), provided, however, that if by law any Imposition is payable, or may at the option of the taxpayer be paidpaid in installments (whether or not interest shall accrue on the unpaid balance thereof), in installments, Trustor the Mortgagor may cause to be paid or to pay the same or cause it to be paid, together with (and any accrued interest on the unpaid balance of such Imposition, ) in installments as the same becomes they fall due and before any fine, penalty, interest, further interest or cost may be added thereto for thereto; provided that no Event of Default (as defined in Section 12 hereof) shall then exist under this Mortgage and that payment in installments would not create or cause to be created any Lien on the Mortgaged Premises or any portion thereof which could be levied upon prior to the failure to pay a then due installment. 5.2 The Mortgagor will pay any taxes (including, without limitation, stamp taxes, but excluding (a) income taxes assessed by the United States government or the State of New Jersey or any other State or any political subdivision of any of them, (b) franchise, estate or similar taxes based upon or measured by income) imposed on the Mortgagee on its own behalf and on behalf of the Holders, their successors or assigns, by reason of the holding of this Mortgage or any of the Securities, as the case may be, or the receipt of the interest payable thereunder. 5.3 Unless manifestly erroneous, the certificate, advice or ▇▇▇▇ of the appropriate official designated by law to make or issue the same or to receive payment or any Imposition, which such certificate, advice or ▇▇▇▇ indicates the nonpayment of any such installment Imposition, shall be prima facie evidence that such Imposition is due and interestunpaid at the time of the making or issuance of such certificate, advice or ▇▇▇▇. (b) If 5.4 The Mortgagor shall have the right, at any time Mortgagor's sole cost, after giving notice to the date hereof there shall be assessed Mortgagee to contest the amount or imposed a feevalidity, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed part, of Trust any Imposition, or to seek a reduction in the outstanding amount valuation of the ObligationsMortgaged Property or any portion thereof as assessed for real estate or personal property tax purposes by appropriate proceedings diligently conducted in good faith and where the amount so contested or for which a reduction is sought is in excess of $2,000,000, then all such taxes, assessments or fees the Mortgagor shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions also prior to delinquency, Beneficiary may, at its option, declare all commencement of such contest or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to proceeding have complied with the provisions of Section 1.8(d) and upon request by Beneficiarysubsections 5.4.1 through 5.4.5, Trustor shall deliver inclusive, hereof or made payment of such Imposition unless such payment would operate as a bar to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to such contest or object to interfere materially with the amount prosecution thereof, in which event the Mortgagor may postpone or validity defer payment of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at after compliance with the time and in provisions of subsections 5.4.1 through 5.4.5, inclusive, hereof if: 5.4.1 Neither the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or Mortgaged Property nor any part thereof would by reason of such postponement or interest therein to satisfy such Imposition deferment be in danger of being forfeited or lost prior to final determination of such proceedingscontest or proceeding and the Mortgagee shall not, by virtue of the contest or proceeding, be in any danger of criminal liability and neither the Mortgaged Property nor any part thereof by any interest therein would be subject to the imposition of any lien for which the Mortgagor has not furnished adequate security as provided below; and 5.4.2 Subject to the provisions of the first paragraph of Section 5.4, the Mortgagor shall either have (iia) Trustor shall furnish deposited with the Mortgagee in trust the amount (at the option of the Mortgagor in cash or in the form of a good letter of credit) so contested and sufficient unpaid, together with all interest and penalties in connection therewith and all charges that may or might be assessed against or become a charge on the Mortgaged Property or any part thereof as estimated by the Mortgagee, in such proceedings or (b) posted with the Mortgagee a bond or issued by a surety as requested by and company reasonably satisfactory to Beneficiarythe Mortgagee, whereby such surety undertakes to pay such Imposition, interest, penalties and charges (x) in the event that the Mortgagor shall fail to pay the same upon the final disposition of the contest (including appeals), or (iiiy) Trustor in the event that the Mortgaged Property or any part thereof is in danger of being sold, forfeited or lost during the pendency of such contest or (z) if the Mortgagor fails to increase the amount of such bond as hereinafter provided. Any deposit made by the Mortgagor with the Mortgagee under the provisions of this subsection 5.4.2, together with any additions thereto made pursuant to this subsection 5.4.2, shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good be held in trust and, at the request of the Mortgagor, invested in Collateral Investments (as defined in the Security Agreement), and sufficient undertaking the interest on such deposits shall be disposed of as may be required or permitted by law to accomplish a stay hereinafter provided. Upon the termination of any such sale. proceeding (e) Upon including appeals), or if the occurrence and Mortgagor should so elect, at any time prior thereto, the Mortgagor shall pay the amount of such Imposition or part thereof as finally determined in such proceeding (or appeal), the payment of which may have been deferred during the continuation prosecution of an Event of Default such proceeding (or appeal), together with any costs, fees, interest, penalties or other liabilities in connection therewith, and upon such payment, the Mortgagee shall return any amount deposited with it together with interest, if any, received thereon with respect to such Imposition. Such payment, at the request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of Mortgagor, shall be made by the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder Mortgagee out of the Impositions Impoundsamount deposited with it pursuant to clause (a) of this subsection 5.4.2 with respect to such Imposition, to the extent that such amount is sufficient therefor, and any balance due shall be paid by the Mortgagor and any balance remaining shall be paid to the Mortgagor together with interest, if any, received thereon. If If, at any time and for any reason during the Impositions Impounds are continuance of such proceeding, the Mortgagee shall reasonably deem the amount deposited with it or will be insufficient to pay such amounts as may then provided by bond insufficient, the Mortgagor shall, within ten (10) days after demand, make an additional deposit of, or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of increase the amount of funds deposited with Beneficiary pursuant its letter of credit or bond by, such additional amount as the Mortgagee may request to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future cover payment of Impositions such portion the items set forth in this subsection 5.4.2, and upon failure of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation the Mortgagor so to do, advance the Mortgagee may, after 10 days following written notice from the Mortgagee to the Mortgagor, apply the amount theretofore deposited with it (or the Mortgagee may submit for payment the letter of credit and apply the amount thereof, or may require application of the bonded amount by the surety company, if a bond has been furnished) to or on account of the payment, removal or discharge of such Imposition and the interest and penalties in connection therewith and any amounts required to make up costs, fees or other liability accruing in any such proceeding, or any part of any of the deficiency, which advancessame and the balance, if any, shall be secured hereby returned to the Mortgagor. The Mortgagor shall, during the continuance of any contest (including appeals) referred to herein and at its sole cost and expense, provide the Mortgagee with such information relating to the same as the Mortgagee may reasonably request. If, at any time during the continuance of such proceeding, the Mortgaged Property or any part thereof is, in the judgment of the Mortgagee, in any reasonable danger of being sold, forfeited or lost, the Mortgagee may require, after ten (10) days' notice to the Mortgagor, that the amount theretofore deposited with it be applied to the payment of such Imposition (or the Mortgagee may submit for payment the letter of credit and apply the amount thereof, or may require application of the bonded amount by the surety company, if a bond has been furnished) in the manner provided in the preceding sentence. Notwithstanding anything contained herein to the contrary, no such deposit held by the Mortgagee, or any part thereof, shall be repayable returned to Beneficiary upon demand together the Mortgagor so long as any Event of Default shall exist hereunder. The Mortgagee shall act as the holder, in trust, of the monies, if any, deposited by the Mortgagor pursuant to this subsection 5.4.2. 5.4.3 The Mortgagor will exhibit to the Mortgagee the original receipts (or copies thereof) or other proof reasonably satisfactory to the Mortgagee of the payment of all real estate taxes within 30 days after the same are required to be paid by the Mortgagor in compliance with interest thereon at subsection 5.1 hereof. Concurrently with the Agreed Rate from delivery of the date financial statements and other information required by Section 1009 of the Indenture, Mortgagor shall for all other Impositions deliver to the Mortgagee quarterly an Officer's Certificate that, to the best knowledge of such advanceofficer, or at all such Impositions have been paid and that, to the option best of Beneficiary such officer's knowledge, the latter mayaggregate of all unpaid amounts on such Impositions do not exceed $25,000, without making any advance whatever, apply any except for Impositions Impounds held by it upon any which are being contested in accordance with the provisions of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be duefirst paragraph of subsection 5. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor Mortgagor shall pay all Impositions on the Mortgaged Property and all taxes levied or assessed upon this Mortgage, the Obligations (but only to the extent, with respect to the Obligations, that Mortgagor has any liability or obligation thereunder), or any of them. In the event of the passage, after the date of this Mortgage, of any law (i) making it illegal for the Mortgagor to pay the whole or any part of the Impositions, or charges or liens herein required to be paid by Mortgagor, or (ii) rendering the payment by Mortgagor of any and all taxes levied or assessed upon this Mortgage or the Obligations (but only to the extent, with respect to the Obligations, that Mortgagor has any liability or obligation thereunder), or the interest in the Mortgaged Property represented by this Mortgage unlawful, or (iii) rendering the covenants for the payment of the matters set forth in SUBPARTS (I) and (II) of this SUBSECTION by Mortgagor legally inoperative, Mortgagor or BT Orlando shall pay, upon demand, the entire unpaid Obligations (but only to the extent, with respect to the Obligations, that Mortgagor has any liability or cause to be paidobligation thereunder) notwithstanding anything in the Note, prior to delinquency, all real property taxes and assessments, general and special, and all other taxes and assessments of any kind or nature whatsoever, (including, without limitation, non-governmental levies or assessments such as maintenance charges, leviesthis Mortgage, or charges resulting from covenants, conditions and restrictions affecting the Trust Estate) that are assessed or imposed upon other Loan Documents to the Trust Estate or become due and payable and that create, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), provided, however, that if by law any Imposition is payable, or may at the option of the taxpayer be paid, in installments, Trustor may pay the same or cause it to be paid, together with any accrued interest on the unpaid balance of such Imposition, in installments as the same becomes due and before any fine, penalty, interest, or cost may be added thereto for the nonpayment of any such installment and interestcontrary. (b) If at any time after the date hereof there shall be assessed BT Orlando or imposed a fee, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor Mortgagor shall pay all ad valorem taxes on the Mortgaged Property on or before December 1st of each year in which they become a lien on the Mortgaged Property, and discharge the same as herein provided with respect shall deliver to Mortgagee tax receipts evidencing said payment on or before December 31st of each year. BT Orlando or Mortgagor shall also deliver to Mortgagee receipts evidencing the payment of Impositions. If Trustor fails to pay such all other Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is same become due and payable by Trustor official receipts of the appropriate taxing authorityor before same shall become delinquent, or other proof satisfactory to Beneficiary, evidencing the payment thereofwhichever is sooner. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be due. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor 4.1.1. Subject to Article XII relating to permitted contests, Lessee shall pay, or cause to be paid, prior all Impositions before any fine, penalty, interest or cost may be added for nonpayment. Lessee shall make such payments directly to delinquency, all real property taxes and assessments, general and specialthe taxing authorities where feasible, and all promptly furnish to Lessor copies of official receipts or other taxes and assessments of any kind or nature whatsoever, satisfactory proof evidencing such payments. Lessee's obligation to pay Impositions (including, without limitation, non-governmental levies or assessments such as maintenance charges, levies, or charges resulting from covenants, conditions and restrictions affecting to the Trust Estateextent allocable to the Term) that are assessed or imposed shall be absolutely fixed upon the Trust Estate or date such Impositions become due and payable and that create, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”)Leased Property, provided, however, that if by law any Capital Additions or any part(s) thereof. If any Imposition is payablemay, or may at the option of the taxpayer taxpayer, lawfully be paid, paid in installments, Trustor whether or not interest shall accrue on the unpaid balance of such Imposition, Lessee may pay the same or cause it to be paidsame, together with and any accrued interest on the unpaid balance of such Imposition, in installments as the same becomes respectively become due and before any fine, penalty, interestpremium, further interest or cost may be added thereto thereto; provided, however, that if during the last five (5) years of the Term, an Imposition in excess of the aggregate principal amount of $250,000 shall be levied upon the Leased Property and the same is in the nature of a special assessment for public improvements or benefits having a useful life beyond the nonpayment expiration of any the Term of this Lease, then for purposes of determining Lessee's payment obligations hereunder with respect to such installment Imposition, the same shall be amortized over the lesser of (a) ten (10) years and interest. (b) If at any time after the date hereof there useful life of such improvements or benefits, as the case may be, as reasonably determined by Lessor and its accountants, and Lessee shall be assessed responsible for only that portion of such amortization applicable to the year in question. Nothing herein, however, shall prevent Lessor from paying any such Imposition in the nature of a special assessment for public improvements or imposed benefits in any single lump sum or over a feeshorter period of time than the amortization period provided above, taxso long as the foregoing procedure with respect Lessee's obligation to pay the same is followed. In addition, or assessment the amortization for which Lessee shall be responsible for any such Imposition in excess of $250,000 for any year shall include any interest payable on Beneficiary which is measured by or based in whole or in part upon this Deed account of Trust or the outstanding amount payment of the Obligations, then all such taxes, assessments or fees shall be deemed to be included within same in installments as charged by the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor if Lessor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant required to pay any such Imposition at the time and same in a lump sum or over a shorter period then the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary mayapplicable amortization, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with a fair market interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held rate as reasonably determined by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be dueLessor. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. Grantor will pay (a) Trustor if and to the extent Grantor shall paynot have placed adequate funds in escrow pursuant to Section 5 below to cover such payment), before the last day on which the same may be paid without penalty or cause to be paid, prior to delinquencyinterest, all real property taxes and assessmentsestate taxes, general and specialsewer rents, water charges and all other taxes municipal and assessments of any kind or nature whatsoevergovernmental assessments, (includingrates, without limitation, non-governmental levies or assessments such as maintenance charges, levies, impositions and liens (hereinafter referred to as "Impositions") which now or charges resulting from covenants, conditions and restrictions affecting the Trust Estate) that hereafter are assessed or imposed by law upon the Trust Estate Security, whether relating directly to the Security or become due and payable and that create, may create, to property adjoining or appear to create a lien upon abutting the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), provided, however, that if by law Security. If any Imposition is payablenot paid within the time hereinabove specified, or may at Grantee shall have the option of the taxpayer be paid, in installments, Trustor may right to pay the same or cause it to be paidsame, together with any accrued penalty and interest thereon, and the amount or amounts so paid or advanced shall forthwith be payable by Grantor to Grantee and shall be secured by the lien and security title of this Deed; but Grantor may in good faith contest, at Grantor's own cost and expense, by proper legal proceedings, the validity or amount of any Imposition, on the unpaid balance of such Impositioncondition that Grantor first shall deposit with Grantee, in installments as the same becomes due and before any fine, penalty, interest, or cost may be added thereto security for the nonpayment of any such installment and interest. (b) If at any time after the date hereof there shall be assessed or imposed a fee, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installmentscontested item, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause contested item plus all bills, statements, or other documents relating to Impositions to penalties and interest which would be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient payable if Grantor is ultimately required to pay such amounts contested item, and on the further condition that no amount so contested may remain unpaid for such length of time as may then shall permit the Security, or subsequently be duethe lien thereon created by the item being contested, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee sold for the nonpayment thereof, or as shall permit an action, either of Impositions Impounds foreclosure or otherwise, to be obligated to pay commenced by the holder of any amounts in excess such lien. Grantor will not claim any credit on, or make any deduction from the Indebtedness by reason of the amount payment of funds deposited with Beneficiary pursuant any Imposition. Grantor hereby assigns to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds Grantee all rights of Grantor now or hereafter arising in and shall not be obligated to pay the refund of any Imposition and any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem properthereon. If Trustor fails following receipt of any such refund by Grantee, there exists no Event of Default (as hereinafter defined) hereunder, then Grantee shall pay over the same to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereofGrantor promptly after demand; if there exists an Event of Default hereunder, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, Grantee may apply any Impositions Impounds held by it upon any said refund in reduction of the Obligations Indebtedness in such whatever order as Beneficiary Grantee may determine, notwithstanding that such Obligations may not yet be dueelect. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor Before interest or penalties are due thereon and otherwise ----------- before the same shall paybecome delinquent, the Company shall pay and discharge, or cause to be paid, prior to delinquencypaid or discharged, all taxes of every kind and nature (including real and personal property taxes on the Mortgaged Property, income, franchise, withholding, profits and gross receipts taxes, any tax imposed directly or indirectly on Mortgagee (but not including income taxes) with respect to the Mortgaged Property or this Mortgage, the value of the equity of Mortgagor and/or the Company therein, or the indebtedness evidenced by the Reimbursement Agreement), all charges for any easement or agreement maintained for the benefit of any of the Mortgaged Property, all general and special assessments, general levies, permits, inspection and speciallicense fees, all mortgages and other liens which may be permitted by Mortgagee, all water and sewer rents and charges, or payments in lieu of such taxes, assessments or water and sewer rents and charges, and all other taxes charges and assessments liens whether of any kind a like or nature whatsoeverdifferent nature, (includingeven if unforeseen or extraordinary, without limitation, non-governmental levies or assessments such as maintenance charges, levies, or charges resulting from covenants, conditions and restrictions affecting the Trust Estate) that are assessed or imposed upon or assessed against Mortgagor and/or the Trust Estate Company or become due and payable and that createany of the Mortgaged Property or arising in respect of the occupancy, may create, use or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), possession thereof; provided, however, that if by law any Imposition is payable, or may at the option of the taxpayer foregoing may be paid, paid in installments, Trustor installments (whether or not interest shall accrue on the unpaid balance thereof the Company may pay the same or cause it to be paid, in installments (together with any interest accrued interest on the unpaid balance of such Imposition, in installments thereof as the same becomes due and respectively become due, before any fine, penalty, interest, penalty or cost may be added thereto for attaches thereto. The Company shall comply in all respects with all agreements, mortgages, covenants, and restrictions now or hereafter affecting the nonpayment Realty or Improvements; provided, however, that the Company's failure to so comply shall not constitute an Event of any Default hereunder if such installment and interest. (b) If at any time after failure would not have a material adverse effect on Mortgagor, the date hereof there shall be assessed or imposed a fee, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust Company or the outstanding amount Mortgaged Property. The obligations referred to in this Section are hereinafter collectively referred to as the "Impositions". If the Company shall fail to timely pay or perform any of the ObligationsImpositions, then Mortgagee may, after having given twenty (20) days' prior notice to the Company, pay or perform the same, and add the amount so paid or the cost incurred to the indebtedness evidenced by the Reimbursement Agreement, and all such taxes, assessments or fees amounts shall on demand be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months together with interest thereon from the date of such prohibition is imposed on Trustor. (c) Subject to demand at the provisions of rate set forth in the PNC Loan Documents. Nothing in this Section 1.8(d) and upon request by Beneficiary, Trustor 3 shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing require the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity discharge of any Imposition so long as the Company shall, after complying with each of the following conditions, in good faith and at its own expense, contest the same or the validity thereof by appropriate legal proceedings diligently pursued. Before commencing any such proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, Company shall: (i) Trustor shall demonstrate notify Mortgagee in writing of its intent to Beneficiary’s satisfaction do so; (ii) ascertain that the such proceedings to be initiated by Trustor shall conclusively will operate to prevent the collection thereof or other realization thereon and the sale or forfeiture of the Trust Estate Mortgaged Property or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good the same; and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate provide security reasonably satisfactory to Beneficiary’s satisfaction that Trustor has provided a good Mortgagee assuring the discharge of the Company's obligation under this Section 3 and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiaryadditional interest, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiarycharge, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statementspenalty, or other documents relating to Impositions to be sent expense arising from or mailed directly to Beneficiary. Upon receipt incurred as a result of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiarycontest. Notwithstanding the foregoing, nothing contained herein if at any time payment of any Imposition shall cause Beneficiary become necessary to be deemed prevent a trustee of Impositions Impounds or to be obligated to pay any amounts in excess lien foreclosure sale of the amount Mortgaged Property or any portion thereof because of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date nonpayment of such advanceImposition, or at then the option of Beneficiary Company shall pay the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of same in sufficient time to prevent the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be dueforeclosure sale. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. Subject to the right of Mortgagor to contest an Imposition (aas hereinafter defined) Trustor as set forth below and subject to Section 5 below, Mortgagor shall pay, before the last day on which the same may be paid without penalty or cause to be paid, prior to delinquencyinterest, all real property taxes and assessmentsestate taxes, general and specialsewer rents, water charges, municipal electric and all other taxes municipal and assessments of any kind or nature whatsoevergovernmental assessments, (includingrates, without limitation, non-governmental levies or assessments such as maintenance charges, levies, impositions and liens (hereinafter referred to as "Impositions") which now or charges resulting from covenants, conditions and restrictions affecting the Trust Estate) that hereafter are assessed or imposed by law upon the Trust Estate or become due and payable and that createSecurity. Subject to the contest rights hereinafter provided for, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), provided, however, that if by law any Imposition is payablenot paid within the time hereinabove specified, or may at Mortgagee shall have the option of the taxpayer be paid, in installments, Trustor may right to pay the same or cause it to be paidsame, together with any accrued penalty and interest thereon, and the amount or amounts so paid or advanced shall forthwith be payable by Mortgagor to Mortgagee and shall be secured by the lien of this Mortgage; but Mortgagor may in good faith contest, at Mortgagor's own cost and expense, by proper legal proceedings, the validity or amount of any Imposition, on the unpaid balance of such Impositioncondition that Mortgagor first shall deposit with Mortgagee or a mutually satisfactory escrow agent pursuant to a mutually satisfactory agreement, in installments as the same becomes due and before any fine, penalty, interest, or cost may be added thereto security for the nonpayment of any such installment and interest. (b) If at any time after the date hereof there shall be assessed or imposed a fee, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installmentscontested item, an amount equal to onethe contested item plus all penalties and interest which would be payable if Mortgagor is ultimately required to pay such contested item (with due credit to Mortgagor for interest which will accrue on such deposit if held by such escrow agent, Mortgagee hereby agreeing to permit such escrow agent to invest the same at Mortgagor's direction in the investments permitted under the Tax Escrow Agreement (as defined in Section 5 hereof) unless an Event of Default exists hereunder, in which event Mortgagee shall direct such investments), and on the further condition that no amount so contested may remain unpaid for such length of time as shall permit the Security, or the lien thereon created by the item being contested, to be sold for the nonpayment thereof, or as shall permit an action of foreclosure or the like to be commenced by the holder of any such lien. In the event that there is not an escrow agent, any deposit required hereunder shall be deposited with Mortgagee to be held in a service account which is non-twelfth (1/12) interest bearing to Mortgagor. Mortgagor will not claim any credit on, or make any deduction from the Indebtedness by reason of the sum payment of, any Imposition. Mortgagor hereby assigns to Mortgagee all rights of Mortgagor now or hereafter arising in and to the annual Impositions reasonably estimated by Beneficiary, for the purpose refund of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, any Imposition and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impoundsany interest thereon. If at the time of receipt of any time and for any reason such refund by Mortgagee there exists no Event of Default hereunder, then Mortgagee shall pay over the Impositions Impounds are or will be insufficient same to pay such amounts as Mortgagor promptly after demand; if there exists an Event of Default hereunder, Mortgagee may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts apply said refund in excess reduction of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary Indebtedness in whatever order Mortgagee may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be dueelect. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. Subject to the right of Mortgagors (aor any of them) Trustor to contest an Imposition (as hereinafter defined) as set forth below and subject to Section 5 below, Mortgagors shall pay, before the last day on which the same may be paid without penalty or cause to be paid, prior to delinquencyinterest, all real property taxes and assessmentsestate taxes, general and specialsewer rents, water charges, municipal electric and all other taxes municipal and assessments of any kind or nature whatsoevergovernmental assessments, (includingrates, without limitation, non-governmental levies or assessments such as maintenance charges, levies, impositions and liens (hereinafter referred to as "Impositions") which now or charges resulting from covenants, conditions and restrictions affecting the Trust Estate) that hereafter are assessed or imposed by law upon the Trust Estate or become due and payable and that createSecurity. Subject to the contest rights hereinafter provided for, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), provided, however, that if by law any Imposition is payablenot paid within the time hereinabove specified, or may at Mortgagee shall have the option of the taxpayer be paid, in installments, Trustor may right to pay the same or cause it to be paidsame, together with any accrued penalty and interest thereon, and the amount or amounts so paid or advanced shall forthwith be payable by Mortgagors to Mortgagee and shall be secured by the lien of this Mortgage; but Mortgagors (or any of them) may in good faith contest, at their (or its) own cost and expense, by proper legal proceedings, the validity or amount of any Imposition, on the unpaid balance of such Impositioncondition that the Mortgagor(s) in question first shall deposit with Mortgagee or a mutually satisfactory escrow agent pursuant to a mutually satisfactory agreement, in installments as the same becomes due and before any fine, penalty, interest, or cost may be added thereto security for the nonpayment of any such installment and interest. (b) If at any time after the date hereof there shall be assessed or imposed a fee, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installmentscontested item, an amount equal to onethe contested item plus all penalties and interest which would be payable if Mortgagors (or any of them) are ultimately required to pay such contested item (with due credit to Mortgagors for interest which will accrue on such deposit if held by such escrow agent, Mortgagee hereby agreeing to permit such escrow agent to invest the same at Mortgagors' direction in the investments permitted under the Tax Escrow Agreement (as defined in Section 5 hereof) unless an Event of Default exists hereunder, in which event Mortgagee shall direct such investments), and on the further condition that no amount so contested may remain unpaid for such length of time as shall permit the Security, or the lien thereon created by the item being contested, to be sold for the nonpayment thereof, or as shall permit an action of foreclosure or the like to be commenced by the holder of any such lien. In the event that there is not an escrow agent, any deposit required hereunder shall be deposited with Mortgagee to be held in a service account which is non-twelfth (1/12) interest bearing to the Mortgagors. Mortgagors will not claim any credit on, or make any deduction from the Indebtedness by reason of the sum payment of, any Imposition. Mortgagors hereby assign to Mortgagee all rights of Mortgagors now or hereafter arising in and to the annual Impositions reasonably estimated by Beneficiary, for the purpose refund of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, any Imposition and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impoundsany interest thereon. If at the time of receipt of any time and for any reason such refund by Mortgagee there exists no Event of Default hereunder, then Mortgagee shall pay over the Impositions Impounds are or will be insufficient same to pay such amounts as Mortgagors promptly after demand; if there exists an Event of Default hereunder, Mortgagee may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts apply said refund in excess reduction of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary Indebtedness in whatever order Mortgagee may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be dueelect. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor shall pay, or cause to be paid, prior to before the date due, and in any event before delinquency, all real and personal property taxes and assessments, general and special, and all other taxes and assessments of any kind or nature whatsoever, whatsoever (including, without limitation, non-governmental including nongovernmental levies or assessments such as property owners’ association assessments, fees and dues, maintenance charges, water charges, water toll charges, irrigation fees and assessments, levies, or charges resulting from covenants, conditions and restrictions CC&Rs affecting the Trust Estate) ), that are assessed or imposed upon the Trust Estate or become due and payable and that create, create or may create, or appear to create if not paid a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), provided, however, that if by law any Imposition is payable, or may at the option of the taxpayer be paid, in installments, Trustor may pay the same or cause it to be paid, together with any accrued interest on the unpaid balance of such Imposition, in installments as the same becomes due and before any fine, penalty, interest, interest or cost may be added thereto for the nonpayment of any such installment and interest. (b) If at any time after the date hereof there shall be assessed or imposed a fee, tax, tax or assessment on Beneficiary which is (other than income taxes) and measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Secured Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a1.08(a) and Trustor shall shall, subject to Section 1.08(c), pay and discharge the same as herein provided with respect to the payment of Impositions. If Subject to Section 1.08(c), if Trustor fails to pay such Impositions prior to before delinquency, Beneficiary may, at its option, declare pay such Imposition or take other action that it deems appropriate to remedy the failure and pursue any and all rights and remedies hereunder or part under the MPR Agreement as an Event of Default, and such remedies may be pursued individually, singly or concurrently. All sums, including reasonable attorneys’ fees, so expended by or on behalf of Beneficiary shall be a lien on the ObligationsTrust Estate, immediately due shall be secured by this Deed of Trust, and payable. If shall be paid by Trustor is prohibited by law from paying such Impositionson demand, Beneficiary may, together with interest at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on TrustorInterest Rate. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before and after any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, modifying or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.81.08, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to before final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be due. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor shall Tenant covenants and agrees to pay, during the Term, as Additional Rent, before any fine, penalty, interest or cause to cost may be paid, prior to delinquencyadded thereto for the nonpayment thereof, all real property taxes and estate taxes, special assessments, general and specialutility bills referred to in Para▇▇▇▇▇ ▇, ▇▇▇▇▇▇ ▇▇▇hting, excise levies, licenses, permits, inspection fees, other governmental charges, and all other charges or burdens of whatsoever kind and nature (including costs, fees, and expenses of complying with any restrictive covenants or similar agreements to which the Premises are subject incurred in the use, occupancy, operation, leasing or possession of the Premises (excluding any income taxes and assessments on the Fixed Rent imposed on Landlord, it being the intent of the parties hereto that any kind or nature whatsoever, (includingtax on the net income derived from the Fixed Rent payable in respect to the Premises imposed by any governmental authority shall be paid by Landlord), without limitationparticularizing by any known name or by whatever name hereafter called, non-governmental levies and whether any of the foregoing be general or special, ordinary or extraordinary, foreseen or unforseen, which at any time during the Term may be payable. Tenant shall pay all special (or similar) assessments such as maintenance chargesor installments thereof (including interest thereon) for public improvements or benefits which, leviesduring the Term shall be laid, or charges resulting from covenantsassessed, conditions and restrictions affecting the Trust Estate) that are assessed levied or imposed upon the Trust Estate or become due and payable and that create, may create, or appear to create a lien upon the Trust Estate (Premises and which are payable during the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”)Term, or any portion thereof; provided, however, that if by law any Imposition special assessment is payablepayable or, or may at the option of the taxpayer party obligated to make such payment, may be paid, paid in installments, Trustor may pay the same installments (whether or cause it to be paid, together with any accrued not interest shall accrue on the unpaid balance of such Impositionspecial assessment), Tenant may pay the same, together with any interest accrued on the unpaid balance of such special assessment in installments as the same becomes due respectively become payable and before any fine, penalty, interest, interest or cost may be added thereto for the nonpayment of any such installment and interestthe interest thereon. Tenant shall pay all real estate taxes, whether heretofore or hereafter levied or assessed upon the Premises, or any portion thereof, which are due and payable during the Term. At the end of the Term of the Lease, Tenant's obligation to pay such taxes shall be prorated in the event the tax period and the Term are not coextensive. (b) If Except for any tax on the net income derived from the Fixed Rent, if at any time after during the date hereof Term, any method of taxation shall be such that there shall be levied, assessed or imposed on the Landlord, or on the Fixed Rent or Additional Rent, or on the Premises, or any portion thereof, a feecapital levy, gross receipts tax or other tax on the rents received therefrom, or a franchise tax, or assessment on Beneficiary which is an assessment, gross levy or charge measured by or based in whole or in part upon this Deed of Trust or such gross Rents, Tenant, to the outstanding amount of the Obligationsextent permitted by law, then all such taxes, assessments or fees shall be deemed covenants to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to same, it being the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part intention of the Obligationsparties hereto that the Fixed Rent to be paid hereunder shall be paid to Landlord absolutely net without deduction or charge of any nature whatsoever, immediately due and payable. If Trustor is prohibited by law from paying such Impositionsforeseeable or unforeseeable, Beneficiary mayordinary or extraordinary, at its optionor of any nature, declare all kind, or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustordescription, except as otherwise expressly provided in this Lease. (c) Subject Tenant covenants to the provisions of Section 1.8(d) and upon request by Beneficiaryfurnish Landlord, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition or other tax, assessment, levy or charge is due and payable by Trustor Tenant, official receipts of the appropriate taxing authority, or other appropriate proof satisfactory to BeneficiaryLandlord, evidencing the payment thereofof the same. The certificate, advice or bill ▇▇ the appropriate official designated by law to make or issue the same or to receive payment of any Imposition may be relied upon by Landlord as sufficient evidence that such Imposition, is due and unpaid at the time of making or issuance of such certificate, advice or bill. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiaryafter the conclusion of any cure period following an Event of Default hereunder, Trustor Tenant shall pay to Beneficiary an initial cash deposit in an amount adequate Landlord, at Landlord's written demand, the known or estimated yearly real estate taxes and assessments, payable with respect to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, Premises in monthly installments, an amount payments equal to one-twelfth (1/12) of the sum known or estimated yearly real estate taxes and assessments, next payable with respect to the Premises. From time to time, after a default hereunder, Landlord may re-estimate the amount of real estate taxes and assessments, and in such event Landlord shall notify Tenant, in writing, of such re-estimate and fix future monthly installments for the remaining period prior to the next tax and assessment due date in an amount sufficient to pay the re- estimated amount over the balance of such period after giving credit for payments made by Tenant on the previous estimate. If the total monthly payments made by Tenant pursuant to this Section shall exceed the amount of payments necessary for said taxes and assessments, such excess over $1,000.00 shall be promptly paid to the Tenant and the balance shall be credited on subsequent monthly payments of the annual Impositions reasonably estimated by Beneficiarysame nature. However, for if the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt total of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary monthly payments so made under this paragraph shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts taxes and assessments when due, then Tenant shall pay to Landlord such amount as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required necessary to make up the deficiency, which advances, if any, . All such deposits made by Tenant pursuant to this Paragraph 9(d) shall be secured hereby deposited in a federally insured institution reasonably satisfactory to Landlord and Tenant, and all interest earned thereon shall accrue to the benefit of Tenant. Payment by Tenant of real estate taxes, assessments, under this Paragraph shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date considered as performance of such advance, or at obligation under the option provisions of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be dueParagraph 9(a) hereof. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor shall pay, Mortgagor will promptly pay when due and before any ----------- penalty or cause to interest thereon may be paid, prior to delinquencyadded thereto, all real property taxes and taxes, assessments, general water rates, sewer rents and specialother charges now or hereafter levied against the Premises or any part thereof, and also any and all license fees or similar charges which may be imposed by the municipality in which the Premises are situated for the use of vaults, chutes, areas and other taxes space beyond the lot line and assessments on or abutting the public sidewalks in front of or adjoining the Premises, together with any kind penalties or nature whatsoever, interest on any of the foregoing (including, without limitation, non-governmental levies or assessments such as maintenance charges, levies, or charges resulting from covenants, conditions and restrictions affecting the Trust Estate) that are assessed or imposed upon the Trust Estate or become due and payable and that create, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”the"Impositions"), provided, however, that if by law any Imposition is payable, or may at the option of the taxpayer be paid, and in installments, Trustor default thereof Mortgagee may pay the same or cause it to be paid, together with any accrued interest on the unpaid balance of such Imposition, in installments as and ----------- Mortgagor will repay the same becomes due with interest thereon at the rate per annum specified in Section 5 hereof and before any fine, penalty, interest, or cost may the same shall be added thereto to the Obligations secured hereby and be secured by this Mortgage; that upon request of Mortgagee, Mortgagor will exhibit to Mortgagee receipts for the nonpayment of any such installment and interest. (b) If at any time after the date hereof there shall be assessed or imposed a fee, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such all Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject when the same shall become delinquent. Notwithstanding anything to the provisions of Section 1.8(d) and upon request by Beneficiarycontrary provided herein, Trustor the Mortgagor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs be entitled to contest or object to the amount or validity of the Impositions in accordance with the terms of the Credit Agreement. If any exemption, abatement, or reduction of any Imposition by appropriate proceedingson the Premises is altered, but this shall not be deemed modified, revoked, reduced, terminated or construed in any way as relievingwise disallowed or declared invalid, modifyingMortgagor shall, within five (5) days upon request of Mortgagee in person or extending Trustor’s covenant to within fifteen (15) days upon request of Mortgagee by mail, pay any such Imposition at tax or charge imposed upon the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated Premises by Trustor shall conclusively operate to prevent the sale reason of the Trust Estate loss or any part thereof or interest therein to satisfy such Imposition prior to final determination reduction of such proceedingsabatement or exemption, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit together with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be duepenalty thereon. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. 16.1 Tenant agrees to pay to the appropriate taxing authority, all Impositions (aas hereinafter defined) Trustor and to provide Landlord with proof of the payment thereof upon Landlord's request. Such Impositions shall paybe paid prior to delinquency. If, at Tenant's option, Tenant pays the Impositions to Landlord rather than to the appropriate taxing authority, Landlord agrees to pay or cause to be paid, paid all such monies to the appropriate authorities prior to delinquency. 16.2 As used herein the term "Impositions" shall mean: (a) all taxes, assessments, levies, fees, water and sewer rents and charges, and all real property taxes and assessmentsother governmental charges, general and special, ordinary and all other taxes extraordinary, and assessments of any kind whether or nature whatsoever, (including, without limitation, non-governmental levies or assessments such as maintenance charges, levies, or charges resulting from covenants, conditions and restrictions affecting not the Trust Estate) that are assessed or imposed upon same shall have been within the Trust Estate or become due and payable and that create, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), provided, however, that if by law any Imposition is payable, or may at the option express contemplation of the taxpayer be paid, in installments, Trustor may pay the same or cause it to be paidparties hereto, together with any accrued interest on the unpaid balance of such Impositionand penalties thereon, in installments as the same becomes due and before any fine, penalty, interest, which are imposed or cost may be added thereto for the nonpayment of any such installment and interest. levied upon or assessed against (bi) If at any time after the date hereof there shall be assessed or imposed a fee, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or any part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedingsDemised Premises, (ii) Trustor shall furnish a good and sufficient bond the Fixed Minimum Rent, Additional Rent or surety as requested other charges payable by and satisfactory to BeneficiaryTenant hereunder, or (iii) Trustor shall demonstrate this Lease or the leasehold estate created hereby; (b) any gross receipts, gross income, rental income or similar taxes which fail to Beneficiary’s satisfaction that Trustor has provided a good take into account deductions with respect to the Demised Premises such as depreciation, interest, taxes or ordinary and sufficient undertaking as necessary business expenses, imposed or levied upon, assessed against or measured solely by the Fixed Minimum Rent, Additional Rent or other charges to be paid by Tenant hereunder and without regard to other income of Landlord; (c) all sales and use taxes which may be required levied or permitted assessed against or be payable by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) Landlord or Tenant on account of the sum leasing or use of all or any part of the annual Impositions reasonably estimated by Beneficiary, for Demised Premises; and (d) all other taxes and charges in the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”)same or similar categories. In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to Tenant shall not be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated required to pay any amounts in excess of franchise, corporate, capital levy, estate, inheritance, succession, transfer, federal, state, municipal or other income, profit or revenue or similar taxes assessed or imposed against Landlord, the amount of funds deposited with Beneficiary pursuant to Demised Premises, this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be due. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate Lease or any Fixed Minimum Rent or Additional Rent or other procedure whereby the lien of real property charges due hereunder (other than any gross receipts, gross income or similar taxes and the lien of personal property taxes shall be assessed, levied, or charged which fail to take into account deductions with respect to the Trust Estate Demised Premises such as a single liendepreciation, interest, taxes or ordinary and necessary business expenses, imposed or levied upon, assessed against or measured solely by the Fixed Minimum Rent, Additional Rent or other charges to be paid by Tenant hereunder, and without regard to other income of Landlord).

Impositions. (a) Trustor shall payAfter the commencement of the WCMI Occupancy ----------- Period and during any Third Party Occupancy Period, in addition to the Rent, during the Term, Ground Lessee will pay or cause to be paid, prior subject to delinquencythe Ground Lessee's contest rights under Section 4(b) hereof, all real property taxes and assessmentsImpositions imposed upon or levied or assessed against the Site or any portion thereof, general and specialor against the Ground Lessor in connection with the transactions contemplated by this Ground Lease, or imposed or levied upon, assessed against or measured by any Rent or other sums payable hereunder, or any sums levied in connection with the execution, delivery or recording hereof, and all will furnish to the Ground Lessor upon request copies of official receipts or other taxes and assessments of any kind or nature whatsoever, (including, without limitation, non-governmental levies or assessments proof evidencing such as maintenance charges, levies, or charges resulting from covenants, conditions and restrictions affecting the Trust Estate) that are assessed or imposed upon the Trust Estate or become due and payable and that create, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), payment; provided, however, that if by law any Imposition is payable, or may at the option of the taxpayer be paid, in installments, Trustor may pay the same or cause it to be paid, together with any accrued interest on the unpaid balance of such Imposition, in installments as the same becomes due and before any fine, penalty, interest, or cost may be added thereto for the nonpayment of any such installment and interest. (b) If at any time after the date hereof there shall be assessed or imposed a fee, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and Ground Lessee shall not be obligated to pay any interest on -------- ------- (i) any Impositions Impoundsthat are based upon or measured by the Ground Lessor's overall net income, or which are in substitution for, or relieve the Ground Lessor from, any actual Imposition based upon or measured by the Ground Lessor's overall net income; (ii) Impositions constituting franchise taxes imposed on Ground Lessor by the jurisdiction under the laws of which Ground Lessor is organized or qualified or any political subdivision thereof; or (iii) any Impositions attributable to the gross negligence or willful misconduct of the Ground Lessor. Beneficiary may reserve for future The Ground Lessee further agrees that, subject to its rights under Section 4(b), it will, at its expense, do all things required to be done by the Ground Lessor in connection with the levy, assessment, billing or payment of any Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts that it is required to make up pay pursuant to the deficiencypreceding sentence, and is hereby authorized by the Ground Lessor to act for and on behalf of the Ground Lessor in any and all such respects and to prepare and file, on behalf of the Ground Lessor, all tax returns and reports required to be filed by the Ground Lessor (other than federal income tax returns and documents related thereto) concerning the Facility. The Ground Lessee's payment and other obligations under this Section 4 shall survive the termination of this Ground Lease. (b) Notwithstanding any other provision of this Ground Lease to the contrary, after prior written notice to the Ground Lessor and provided there is no material risk of sale, forfeiture or loss of the Site or any material part thereof or interest therein, the Ground Lessee may at its expense contest any Imposition or any nonconsensual lien which advancesit is required to pay or comply with hereunder, if anyby appropriate proceedings conducted in good faith and with due diligence, so long as such proceedings are effective to prevent the collection of such Imposition or lien from the Ground Lessor or against the Site or any part thereof; provided, however, that the actions of the Ground Lessee, as -------- ------- authorized by this Section 4(b), shall be secured hereby subject to the express written consent of the Ground Lessor if such actions would subject the Ground Lessor or the Site or any part thereof to any liability or loss not indemnified in full by the Ground Lessee hereunder or any sanction, criminal or otherwise, for failure to pay any such Imposition or to comply with such requirement. The Ground Lessee will pay, and save the Ground Lessor harmless against, all losses, judgments and reasonable costs, including attorneys' fees and expenses, in connection with any such contest and will, promptly after the final determination of such contest, comply with such requirements and pay and discharge the amounts which shall be repayable imposed or determined to Beneficiary upon demand be payable therein, together with interest thereon at all penalties, costs and expenses incurred in connection therewith. The Ground Lessee shall prevent any foreclosure, judicial sale, taking, loss or forfeiture of the Agreed Rate from the date of such advanceSite or any part thereof, or at the option of Beneficiary the latter may, without making any advance whatever, apply interference with or deductions from any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be due. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate Rent or any other procedure whereby sum required to be paid by the lien Ground Lessee hereunder by reason of real property taxes such nonpayment or nondischarge of an Imposition, or noncompliance with a requirement contemplated herein. The Ground Lessor shall cooperate with the Ground Lessee in any contest and shall allow the Ground Lessee to conduct such contest (in the name of the Ground Lessor, if necessary) at the Ground Lessee's sole cost and expense; and the lien Ground Lessee shall indemnify and hold the Ground Lessor harmless from and against all liabilities, costs and expenses in connection with such contest. The Ground Lessee shall notify the Ground Lessor of personal property taxes each such proceeding within ten (10) days after the commencement thereof, which notice shall be assessed, levied, or charged to the Trust Estate as a single liendescribe such proceeding in reasonable detail.

Impositions. (a) Trustor The Mortgagor shall pay, pay or cause to be paid, prior to delinquencybefore any fine, penalty, interest or cost attaches thereto, all real property taxes and taxes, assessments, general water and specialsewer rates, utility charges and all other taxes and assessments governmental or nongovernmental charges or levies now or hereafter assessed or levied against any part of any kind or nature whatsoever, the Mortgage Estate (including, without limitation, non-governmental nongovernmental levies or assessments such as maintenance charges, leviesowner association dues or charges or fees, levies or charges resulting from covenants, conditions and restrictions affecting the Trust Mortgage Estate) that are assessed or imposed upon the Trust Estate lien or become due and payable and that createestate of the Mortgagee therein (collectively, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), as well as all claims for labor, materials or supplies that, if unpaid, might by law become a prior lien thereon, and within 10 days after request by the Mortgagee will exhibit receipts showing payment of any of the foregoing; provided, however, that if by law any such Imposition is payablemay be paid in installments (whether or not interest shall accrue on the unpaid balance thereof), or may at the option of the taxpayer be paid, in installments, Trustor Mortgagor may pay the same or cause it to be paid, in installments (together with any accrued interest on the unpaid balance of such Imposition, in installments thereof) as the same becomes due and respectively become due, before any fine, penalty, interest, penalty or cost may be added thereto for the nonpayment of any such installment and interestattaches thereto. (b) If To the extent not inconsistent with the provisions of the Indenture, the Mortgagor at any time its expense may, after prior notice to the date hereof there shall be assessed Mortgagee, contest by appropriate legal, administrative or imposed a feeother proceedings conducted in good faith and with due diligence, taxthe amount or validity or application, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligationspart, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedingsor lien therefor or any claims of mechanics, but this shall not be deemed materialmen, suppliers or construed in any way as relieving, modifying, vendors or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Impositionlien thereof, and unlessmay withhold payment of the same pending such proceedings if permitted by law, in Beneficiary’s absolute and sole discretion, so long as (i) Trustor in the case of any Impositions or lien therefor or any claims of mechanics, materialmen, suppliers or vendors or lien thereof, such proceedings shall demonstrate to Beneficiary’s satisfaction that suspend the proceedings to be initiated by Trustor shall conclusively operate to prevent collection thereof from the sale of Mortgage Estate, (ii) neither the Trust Mortgage Estate or nor any part thereof or interest therein will be sold, forfeited or lost if the Mortgagor pays the amount or satisfies the condition being contested, and the Mortgagor would have the opportunity to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiarydo so, in monthly installments, an amount equal to one-twelfth (1/12) the event of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred Mortgagor's failure to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be due. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included prevail in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.contest,

Impositions. (a) Trustor shall pay, 2.1 The Grantors will pay or cause to be paidpaid as and when due and payable, prior to delinquencyand before they become delinquent, all real property taxes and assessmentsImpositions. Notwithstanding the foregoing, general and special, and all other taxes and assessments of any kind or nature whatsoever, (including, without limitation, non-governmental levies or assessments such as maintenance charges, levies, or charges resulting from covenants, conditions and restrictions affecting the Trust Estate) that are assessed or imposed upon the Trust Estate or become due and payable and that create, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), provided, however, that if by law any Imposition is payable, or may at the option of the taxpayer be paidpaid in installments (whether or not interest shall accrue on the unpaid balance thereof), the Grantors may, provided that no Event of Default and no event which, with notice or passage of time or both, could constitute an Event of Default, shall then exist under this Deed, and provided that payment in installmentsinstallments would not create or cause to be created any lien on the Mortgaged Premises (other than with respect to liens with respect to Impositions not yet due and payable), Trustor may cause to be paid or to pay the same or cause it to be paid, together with (and any accrued interest on the unpaid balance of such Imposition, ) in installments as the same becomes they fall due and before any fine, penalty, interest, further interest or cost may be added thereto thereto. 2.2 The Grantors will pay or cause to be paid any taxes (including, without limitation, stamp taxes and note intangible taxes), with interest and fines and penalties, if any, except income taxes assessed by the United States government or the State or any political subdivision of either, or franchise or similar taxes based upon or measured by income, that may be levied, imposed or assessed on the Grantee under or upon or by reason of this Deed, the Secured Note or the receipt of the interest payable thereunder, or the other Real Estate Security Documents. 2.3 In the event a tax or other governmental charge (other than income, franchise or other taxes based upon net income and other than recording or filing charges) is imposed directly or indirectly on this Deed, the Secured Note or the indebtedness secured hereby, or any modification, amendment, extension and/or consolidation hereof or upon the interest of the Ground Lessor, the Owner or the Grantee in the Mortgaged Premises, in lieu of or in addition to a tax on the Mortgaged Premises and/or the Improvements, whether by reason of (a) the passage after the date of this Deed of any law of the State of Georgia deducting from the value of real property for the nonpayment purposes of taxation of any lien thereon, (b) any change in the laws for the taxation of deeds to secure debt or debts secured by deeds for state or local purposes or the manner of the collection of any such installment taxes, or (c) a change in the means of collection of any such tax or otherwise, the Grantors shall, within fifteen (15) days after notice by the Grantee, pay such taxes and interest. deliver to the Grantee satisfactory evidence of payment thereof. If the Grantors shall pay such taxes pursuant to the terms hereof, then in such event, the Grantors, at their option, shall have the right to elect to prepay in full the Secured Note and all other amounts due under this Deed and the Secured Note (bexclusive of Secured Note Yield Maintenance Amount) and cause the Issuer to redeem the Notes in full (exclusive of Yield Maintenance Amount) in accordance with the provisions of the Indenture and the Notes and the procedures set forth in Article Eleven of the Indenture. If at any time after such payment of the date hereof there tax or other governmental charge by the Grantors shall be assessed or imposed a fee, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligationsunenforceable, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary mayGrantee, at its option, within sixty (60) days after giving notice to the Holders of such unenforceability, may declare the Note Principal Amount (or, if prior to the Deferred Interest Commencement Date, the Original Note Principal Amount and the Secured Note Accreted Amount) and all or part of the Obligations, other indebtedness to be immediately due and payable. If Trustor is prohibited payable (exclusive of Secured Note Yield Maintenance Amount), and the Grantors shall cause the Notes immediately to be redeemed in full by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to Issuer in accordance with the provisions of Section 1.8(d) the Indenture, the Notes and the procedures set forth in Article Eleven of the Indenture. 2.4 The certificate, advice or b▇▇▇ of the appropriate official designated by law to make or issue the same or to receive payment of any Imposition, which such certificate, advice or b▇▇▇ indicates the nonpayment of such Imposition, shall be prima facie evidence that such Imposition is due and unpaid at the time of the making or issuance of such certificate, advice or b▇▇▇. 2.5 The Grantors shall have the right, after giving notice to the Grantee, to contest the amount or validity, in whole or in part, of any Imposition, or to seek a reduction in the valuation of the Land, Improvements or the Equipment as assessed for real estate or personal property tax purposes by appropriate proceedings diligently conducted in good faith, but only after payment of such Imposition, unless such payment would operate as a bar to such contest or interfere materially with the prosecution thereof, in which event the Grantors may postpone or defer payment of such Imposition, and upon request by Beneficiarythe Grantors, Trustor the Grantee shall deliver postpone or defer payment of such Imposition if: 2.5.1 Neither the Mortgaged Premises nor any part thereof would by reason of such postponement or deferment be in imminent danger of being forfeited or lost; and 2.5.2 The Grantors shall either have deposited with the Grantee the amount so contested and unpaid, (net of any portion thereof paid to Beneficiary within thirty (30or deposited with the applicable taxing authority) days after together with all interest and penalties in connection therewith and all charges that may or might be assessed against or become a charge on the date Mortgaged Premises, or any part thereof, in such proceedings or in lieu thereof, or shall have posted with the Grantee a bond by an independent, reputable surety company in such amount, whereby such surety undertakes to pay such Imposition, interest, penalties and charges in the event that the Grantors shall fail to pay the same upon which any Imposition is due and payable by Trustor official receipts the final disposition of the appropriate taxing authoritycontest (including appeals), or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction event that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate Mortgaged Premises or any part thereof is in imminent danger of being forfeited or interest therein to satisfy such Imposition prior to final determination lost during the pendency of such proceedings, (ii) Trustor shall furnish a good and sufficient contest or if the Grantors fail to increase the amount of such bond or surety deliver an Officers' Certificate as requested hereinafter provided. In determining the amount of such deposit or bond, the Grantors shall be credited with any amounts theretofore deposited with the Grantee in respect of the Imposition being contested. Any deposit made by the Grantors under the provisions of this subsection 2.5.2, together with any additions thereto made pursuant to this subsection 2.5.2, and satisfactory to Beneficiaryall interest, or (iii) Trustor if any, earned thereon, shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good be held and sufficient undertaking disposed of as may be required or permitted by law to accomplish a stay hereinafter provided. Upon the termination of any such sale. proceeding (e) Upon including appeals), or if the occurrence and Grantors should so elect, at any time prior thereto, the Grantors shall pay the amount of such Imposition or part thereof as finally determined in such proceeding (or appeal), the payment of which may have been deferred during the continuation prosecution of an Event of Default such proceeding (or appeal), together with any costs, fees, interest, penalties or other liabilities in connection therewith, and upon such payment, the Grantee shall return any amount deposited with it (and not previously applied by it as hereinafter provided) and interest thereon, if any, with respect to such Imposition. Such payment, at the request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of Grantors, shall be made by the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder Grantee out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal deposited with it with respect to such deficiency Imposition, to the extent that such amount is sufficient therefor, and any balance due shall be paid by the Grantors and any balance remaining shall be paid by the Grantee to the Grantors with Beneficiaryinterest, if any, earned thereon. Notwithstanding During the foregoingpendency of such contest provided for herein, nothing contained herein the Grantors shall cause Beneficiary to be deemed a trustee of Impositions Impounds increase the amount deposited with the Grantee or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary the bond, as the case may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions be, at least thirty (30) days before delinquency in advance of any increase in the amount so contested and unpaid (or as soon thereafter as the Grantors obtain knowledge of such increase), or in the amount of interest, penalties or any other charges that may or might be assessed against or become a charge on the Mortgaged Premises, or any part thereof, Beneficiary mayand shall simultaneously deliver to the Grantee an Officers' Certificate certifying as to the sufficiency of such increased deposit or bond, at Beneficiary’s electionand, but without upon failure of the Grantors to either increase the deposit or bond as aforesaid, or to deliver an Officer's Certificate with respect thereto, the Grantee may require the amount theretofore deposited with it to be applied (or the Grantee may require application of the bonded amount by the surety company, if a bond has been furnished) to or on account of the payment, removal or discharge of any obligation so to dosuch Imposition and the interest and penalties in connection therewith and any costs, advance fees or other liability accruing in any amounts required to make up such proceeding, or any part of any of the deficiencysame, which advancesregardless of the effect thereof on the Grantors' contest, and the balance, if any, shall be secured hereby and returned to the Grantors. If, at any time during the continuance of such proceeding, the Mortgaged Premises or any part thereof, is, in the reasonable judgment of the Grantee, in any substantial danger of being forfeited or lost, the Grantee may require that the amount theretofore deposited with it be applied to the payment of such Imposition (or the Grantee may require application of the bonded amount by the surety company, if a bond has been furnished) in the manner provided in the preceding sentence. Notwithstanding anything contained herein to the contrary, no such deposit held by the Grantee, or any part thereof, shall be repayable returned to Beneficiary upon demand together the Grantors so long as any Event of Default or any event which, with interest thereon notice or passage of time or both, could constitute an Event of Default shall exist hereunder. Any monies held by the Grantee under this subsection 2.5.2 shall, at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any direction of the Obligations Owner, be invested in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be dueApproved Cash Equivalents. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor Except as otherwise provided in Section 3.01(b), Tenant will pay and discharge, as and when the same shall paybecome due and payable, or cause to be paidwithout penalty, prior to delinquencythe following (collectively, the "Impositions"): all real property taxes and estate taxes, assessments, general property taxes, privilege taxes, franchise taxes, excise taxes, business and specialoccupation taxes, gross sales taxes, gross receipt taxes, occupational license taxes, and all other taxes water and assessments sewer charges, including governmental impositions and charges of any every kind or and nature whatsoever, (includingwhether extraordinary or ordinary, without limitationgeneral or special, non-governmental levies unforeseen or assessments such as maintenance charges, leviesforeseen, or charges resulting from covenantssimilar or dissimilar to any of the foregoing which, conditions and restrictions affecting with respect to any period during the Trust Estate) that are assessed or imposed upon the Trust Estate Term, shall be or become due and payable and that createwhich: (i) shall be levied, may createassessed or imposed on or against the Leased Premises or any interest of Landlord or Tenant in the Leased Premises or under this Lease; (ii) shall be or become liens on or against the Leased Premises or any interest of Landlord or Tenant in the Leased Premises or under this Lease; (iii) shall be levied, assessed or imposed on or against Tenant or Landlord by reason of any actual or asserted engagement by Tenant (but not Landlord), directly or indirectly, in any business, occupation or other activity in connection with the Leased Premises; or (iv) shall be levied, assessed or imposed on in connection with the ownership, leasing, operation, management, maintenance, repair, rebuilding, use or occupancy of the Leased Premises by Tenant. (b) Nothing in this Lease shall require Tenant to pay any taxes, assessments or other charges imposed by city, county, state or federal laws or ordinances upon the income of Landlord, or appear to create a lien upon the Trust Estate (transfer or passing of any interest owned by Landlord in the above are sometimes referred Leased Premises, generally known as income, inheritance, estate, succession or transfer taxes, or any withholding, profit or revenue tax or charge levied upon the rents payable to herein individually as an “Imposition” and collectively as “Impositions”)Landlord under the terms of this Lease, or any franchise tax or license fee; provided, however, that if by law any Imposition is payable, or may at the option of the taxpayer be paid, in installments, Trustor may pay the same or cause it to be paid, together with any accrued interest on the unpaid balance of such Imposition, in installments as the same becomes due and before any fine, penalty, interest, or cost may be added thereto for the nonpayment of any such installment and interest. (b) If at any time after during the date hereof there Term the methods of taxation shall be assessed or imposed altered so that in lieu of, as a fee, taxsupplement to, or assessment on Beneficiary which is measured by or based in a substitute for the whole or in part upon this Deed of Trust or the outstanding amount of the Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant which Tenant has agreed to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof3.01, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, there shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be due. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, assessed or charged to the Trust Estate imposed (i) a tax, assessment, levy, imposition or charge, wholly or partially as a single liencapital levy or otherwise, on the rents received under this Lease or (ii) a license fee measured by the rent payable by Tenant under this Lease, then Tenant shall pay the same.

Impositions. (a) Trustor shall pay, Mortgagor will pay or cause to be paid, prior to delinquencynot later than ----------- twenty (20) days before the last day on which the same may be paid without penalty or interest, all real property taxes and assessmentsestate taxes, general and specialsewer rents, water charges and all other taxes municipal and assessments of any kind or nature whatsoevergovernmental assessments, (includingrates, without limitation, non-governmental levies or assessments such as maintenance charges, levies, impositions and liens (hereinafter referred to as "Impositions") which now or charges resulting from covenants, conditions and restrictions affecting the Trust Estate) that hereafter are assessed or imposed by law upon the Trust Estate Security, whether relating directly to the Security or become due and payable and that create, may create, to property adjoining or appear to create a lien upon abutting the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), provided, however, that if by law Security. If any Imposition is payablenot paid within the time hereinabove specified, or may at Mortgagee shall have the option of the taxpayer be paid, in installments, Trustor may right to pay the same or cause it to be paidsame, together with any accrued penalty and interest thereon, and the amount or amounts so paid or advanced shall forth with be payable by Mortgagor to Mortgagee with interest thereon from the date demand is made therefor until paid at the Default Rate and shall be secured by the lien of this Mortgage; but Mortgagor or the Operator may in good faith contest, at Mortgagor's own cost and expense, by proper legal proceedings, the validity or amount of any Imposition, on the unpaid balance of such Impositioncondition that Mortgagor first shall deposit with Mortgagee, in installments as the same becomes due and before any fine, penalty, interest, or cost may be added thereto security for the nonpayment of any such installment and interest. (b) If at any time after the date hereof there shall be assessed or imposed a fee, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installmentscontested item, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause contested item plus all bills, statements, or other documents relating to Impositions to penalties and interest which would be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient payable if Mortgagor is ultimately required to pay such amounts contested item or such other security as is reasonably acceptable to Mortgagee, and on the further condition that no amount so contested may then remain unpaid for such length of time as shall permit the Security, or subsequently be duethe lien thereon created by the item being contested, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee sold for the nonpayment thereof, or as shall permit an action, either of Impositions Impounds foreclosure or otherwise, to be obligated to pay commenced by the holder of any amounts in excess such lien. Mortgagor will not claim any credit on, or make any deduction from the Indebtedness by reason of the amount payment of funds deposited with Beneficiary pursuant any Imposition. Subject to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds the Hotel Management Agreement if the same is then in effect, Mortgagor hereby assigns to Mortgagee all rights of Mortgagor now or hereafter arising in and shall not be obligated to pay the refund of any Imposition and any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem properthereon. If Trustor fails following receipt of any such refund by Mortgagee, there exists no Event of Default (as hereinafter defined) hereunder, then Mortgagee shall pay over the same to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereofMortgagor promptly after demand; if there exists an Event of Default hereunder, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, Mortgagee may apply any Impositions Impounds held by it upon any said refund in reduction of the Obligations Indebtedness in such whatever order as Beneficiary Mortgagee may determine, notwithstanding that such Obligations may not yet be dueelect. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor shall Tenant covenants and agrees to pay, during the Term, as Additional Rent, before any fine, penalty, interest or cause to cost may be paid, prior to delinquencyadded thereto for the nonpayment thereof, all real property taxes and estate taxes, special assessments, general and specialutility bills referred to in Para▇▇▇▇▇ ▇, ▇▇▇▇▇▇ ▇▇▇hting, excise levies, licenses, permits, inspection fees, other governmental charges; and all other charges or burdens of whatsoever kind and nature (including costs, fees, and expenses of complying with any restrictive covenants or similar agreements to which the Premises are subject incurred in the use, occupancy, operation, leasing or possession of the Premises (excluding any income taxes and assessments on the Fixed Rent imposed on Landlord, it being the intent of the parties hereto that any kind or nature whatsoever, (includingtax on the net income derived from the Fixed Rent payable in respect to the Premises imposed by any governmental authority shall be paid by Landlord), without limitationparticularizing by any known name or by whatever name hereafter called, non-governmental levies and whether any of the foregoing be general or special, ordinary or extraordinary, foreseen or unforeseen, which at any time during the Term may be payable. Tenant shall pay all special (or similar) assessments such as maintenance chargesor installments thereof (including interest thereon) for public improvements or benefits which, leviesduring the Term shall be laid, or charges resulting from covenantsassessed, conditions and restrictions affecting the Trust Estate) that are assessed levied or imposed upon the Trust Estate or become due and payable and that create, may create, or appear to create a lien upon the Trust Estate (Premises and which are payable during the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”)Term, or any portion thereof; provided, however, that if by law any Imposition special assessment is payablepayable or, or may at the option of the taxpayer party obligated to make such payment, may be paid, paid in installments, Trustor may pay the same installments (whether or cause it to be paid, together with any accrued not interest shall accrue on the unpaid balance of such Impositionspecial assessment), Tenant may pay the same, together with any interest accrued on the unpaid balance of such special assessment in installments as the same becomes due respectively become payable and before any fine, penalty, interest, interest or cost may be added thereto for the nonpayment of any such installment and interestthe interest thereon. Tenant shall pay all real estate taxes, whether heretofore or hereafter levied or assessed upon the Premises, or any portion thereof, which are due and payable during the Term. At the end of the Term of the Lease, Tenant's obligation to pay such taxes shall be prorated in the event the tax period and the Term are not coextensive. (b) If Except for any tax on the net income derived from the Fixed Rent, if at any time after during the date hereof Term, any method of taxation shall be such that there shall be levied, assessed or imposed on the Landlord, or on the Fixed Rent or Additional Rent, or on the Premises, or any portion thereof, a feecapital levy, gross receipts tax or other tax on the rents received therefrom, or a franchise tax, or assessment on Beneficiary which is an assessment, gross levy or charge measured by or based in whole or in part upon this Deed of Trust or such gross Rents, Tenant, to the outstanding amount of the Obligationsextent permitted by law, then all such taxes, assessments or fees shall be deemed covenants to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to same, it being the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part intention of the Obligationsparties hereto that the Fixed Rent to be paid hereunder shall be paid to Landlord absolutely net without deduction or charge of any nature whatsoever, immediately due and payable. If Trustor is prohibited by law from paying such Impositionsforeseeable or unforeseeable, Beneficiary mayordinary or extraordinary, at its optionor of any nature, declare all kind, or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustordescription, except as otherwise expressly provided in this Lease. (c) Subject Tenant covenants to the provisions of Section 1.8(d) and upon request by Beneficiaryfurnish Landlord, Trustor shall deliver to Beneficiary within thirty (30) days after the date upon which any Imposition or other tax, assessment, levy or charge is due and payable by Trustor Tenant, official receipts of the appropriate taxing authority, or other appropriate proof satisfactory to BeneficiaryLandlord, evidencing the payment thereofof the same. The certificate, advice or bill ▇▇ the appropriate official designated by law to make or issue the same or to receive payment of any Imposition may be relied upon by Landlord as sufficient evidence that such Imposition, is due and unpaid at the time of making or issuance of such certificate, advice or bill. (d) Trustor shall have the right before any delinquency occurs to contest or object to the amount or validity of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination of such proceedings, (ii) Trustor shall furnish a good and sufficient bond or surety as requested by and satisfactory to Beneficiary, or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as may be required or permitted by law to accomplish a stay of any such sale. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiaryafter the conclusion of any cure period following an Event of Default hereunder, Trustor Tenant shall pay to Beneficiary an initial cash deposit in an amount adequate Landlord, at Landlord's written demand, the known or estimated yearly real estate taxes and assessments, payable with respect to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, Premises in monthly installments, an amount payments equal to one-twelfth (1/12) of the sum known or estimated yearly real estate taxes and assessments, next payable with respect to the Premises. From time to time, after a default hereunder, Landlord may re-estimate the amount of real estate taxes and assessments, and in such event Landlord shall notify Tenant, in writing, of such re-estimate and fix future monthly installments for the remaining period prior to the next tax and assessment due date in an amount sufficient to pay the re-estimated amount over the balance of such period after giving credit for payments made by Tenant on the previous estimate. If the total monthly payments made by Tenant pursuant to this Section shall exceed the amount of payments necessary for said taxes and assessments, such excess over $1,000.00 shall be promptly paid to the Tenant and the balance shall be credited on subsequent monthly payments of the annual Impositions reasonably estimated by Beneficiarysame nature. However, for if the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt total of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary monthly payments so made under this paragraph shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts taxes and assessments when due, then Tenant shall pay to Landlord such amount as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required necessary to make up the deficiency, which advances, if any, . All such deposits made by Tenant pursuant to this Paragraph 9(d) shall be secured hereby deposited in a federally insured institution reasonably satisfactory to Landlord and Tenant, and all interest earned thereon shall accrue to the benefit of Tenant. Payment by Tenant of real estate taxes, assessments, under this Paragraph shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date considered as performance of such advance, or at obligation under the option provisions of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be dueParagraph 9(a) hereof. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor 5.1 During the term of this Sublease, Redhook shall pay, or cause to be paid, prior to delinquencypay when due, all real property taxes taxes, charges, excises, license and permit fees, assessments, and other governmental charges, general and special, ordinary and all other taxes and assessments extraordinary, unforeseen, as well as foreseen, of any kind or and nature whatsoever, (including, without limitation, non-governmental levies or assessments such as maintenance charges, levies, or charges resulting from covenants, conditions and restrictions affecting which during the Trust Estate) that term of this Sublease are assessed or imposed upon the Trust Estate or become due and payable and that create, may create, or appear to create a lien upon upon: (i) the Trust Estate Subleased Premises or any part thereof or any personal property, equipment or other facility used in the operation thereof; or (ii) the above rent or income received from subtenants or licensees; or (iii) any use or occupancy of the Subleased Premises; or (iv) this transaction or any document to which Redhook is a party creating or transferring an estate or interest in the Subleased Premises (all of which taxes, charges, excises, fees, assessments and other governmental charges are sometimes hereinafter collectively referred to herein individually as an “Imposition” and collectively as “"Impositions”"). If, providedby law, however, that if by law any such Imposition is payable, or may at the option of the taxpayer Redhook be paid, paid in installments, Trustor . Redhook may pay the same or cause it to be paid, together with any accrued interest on the unpaid balance of such Imposition, Imposition in installments as the same becomes respectively become due and before any fine, penalty, interest, interest or cost may be added thereto for the nonpayment of any such installment and interest_ Any Imposition relating to a fiscal period of the taxing authority a part of which period is included prior to the commencement of the term of this Sublease, shall be prorated as between PDA and Redhook so that Redhook shall pay only the portion thereof attributable to any period during the term of this Sublease. 5.2 Redhook covenants to furnish to PDA within fourteen (b) If at any time after the date hereof there shall be assessed or imposed a fee, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed of Trust or the outstanding amount of the Obligations, then all such taxes, assessments or fees shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions prior to delinquency, Beneficiary may, at its option, declare all or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to the provisions of Section 1.8(d) and upon request by Beneficiary, Trustor shall deliver to Beneficiary within thirty (3014) days after the date upon which any Imposition is due and payable by Trustor of receipt of a written request from PDA, official receipts of the appropriate taxing authority, or other proof satisfactory to BeneficiaryPDA, evidencing the payment thereof. (d) Trustor 5.3 Redhook shall have the right before any delinquency occurs to contest or object to the amount or validity of any such Imposition by appropriate legal proceedings, but this . This right shall not be deemed or construed in any way as relieving, modifying, modifying or extending Trustor’s Redhook's covenant to pay any such Imposition at the time and in the manner provided in this Section 1.8Article, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor Redhook shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or any part thereof or interest therein to satisfy such Imposition prior to final determination have obtained a stay of such proceedings. PDA shall not be required to join in any such proceedings unless it shall be necessary for it to do so in order to prosecute such proceedings and PDA shall have been fully indemnified to its satisfaction against all costs and expenses in connection therewith_ PDA shall not be subjected to any liability for the payment of any costs or expenses (including attorneys' and expert witness fees) in connection with any such proceedings brought by Redhook, (ii) Trustor and Redhook covenants to indemnify and save PDA harmless from any such costs or expenses. 5.4 As between the Parties, Redhook alone shall furnish a good and sufficient bond have the duty of attending to, making or surety as requested by and satisfactory to Beneficiaryfiling any declaration, statement or (iii) Trustor shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good and sufficient undertaking as report which may be provided or required or permitted by law as the basis of or in connection with the determination, equalization, reduction or payment of any and every Imposition which is to accomplish a stay be borne or paid or which may become payable by Redhook under the provisions of this Article, and PDA shall not be or become responsible to Redhook therefor, nor for the contents of any such saledeclaration, statement or report. (e) Upon the occurrence and during the continuation of an Event of Default and upon request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder out of the Impositions Impounds. If at any time and for any reason the Impositions Impounds are or will be insufficient to pay such amounts as may then or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of the amount of funds deposited with Beneficiary pursuant to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future payment of Impositions such portion of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation so to do, advance any amounts required to make up the deficiency, which advances, if any, shall be secured hereby and shall be repayable to Beneficiary upon demand together with interest thereon at the Agreed Rate from the date of such advance, or at the option of Beneficiary the latter may, without making any advance whatever, apply any Impositions Impounds held by it upon any of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be due. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.

Impositions. (a) Trustor shall pay, 5.1 The Mortgagor will pay or cause to be paidpaid as and when due and payable, prior to delinquencyand before they become delinquent, all real property taxes and assessments, general and special, and all other taxes and assessments of any kind or nature whatsoever, Impositions (including, without limitation, non-governmental levies or assessments as such as maintenance charges, leviesterm is defined in subsection 5.4.4 hereof) levied upon the Mortgaged Property, or charges resulting from covenantsany part thereof for which the Mortgagor and/or the Mortgaged Property, conditions and restrictions affecting the Trust Estate) that are or any part thereof, shall be assessed or imposed upon chargeable and will cause tenants under Major Leases (as such term is defined in the Trust Estate Collateral Assignment of Leases, dated of even date herewith, made by Mortgagor to Mortgagee) to comply with all lease provisions or become due and payable and that createcontracts relating to payment of such Impositions. Notwithstanding the foregoing, may create, or appear to create a lien upon the Trust Estate (the above are sometimes referred to herein individually as an “Imposition” and collectively as “Impositions”), provided, however, that if by law any Imposition is payable, or may at the option of the taxpayer be paidpaid in installments (whether or not interest shall accrue on the unpaid balance thereof), in installments, Trustor the Mortgagor may cause to be paid or to pay the same or cause it to be paid, together with (and any accrued interest on the unpaid balance of such Imposition, ) in installments as the same becomes they fall due and before any fine, penalty, interest, further interest or cost may be added thereto for thereto; provided that no Event of Default (as defined in Section 12 hereof) shall then exist under this Mortgage and that payment in installments would not create or cause to be created any Lien on the Mortgaged Premises or any portion thereof which could be levied upon prior to the failure to pay a then due installment. 5.2 The Mortgagor will pay any taxes (including, without limitation, stamp taxes, but excluding (a) income taxes assessed by the United States government or the State of New Jersey or any other State or any political subdivision of any of them, (b) franchise, estate or similar taxes based upon or measured by income) imposed on the Mortgagee on its own behalf and on behalf of the Holders, their successors or assigns, by reason of the holding of this Mortgage or any of the Securities, as the case may be, or the receipt of the interest payable thereunder. 5.3 Unless manifestly erroneous, the certificate, advice or ▇▇▇▇ of the appropriate official designated by law to make or issue the same or to receive payment or any Imposition, which such certificate, advice or ▇▇▇▇ indicates the nonpayment of any such installment Imposition, shall be prima facie evidence that such Imposition is due and interestunpaid at the time of the making or issuance of such certificate, advice or ▇▇▇▇. (b) If 5.4 The Mortgagor shall have the right, at any time Mortgagor's sole cost, after giving notice to the date hereof there shall be assessed Mortgagee to contest the amount or imposed a feevalidity, tax, or assessment on Beneficiary which is measured by or based in whole or in part upon this Deed part, of Trust any Imposition, or to seek a reduction in the outstanding amount valuation of the ObligationsMortgaged Property or any portion thereof as assessed for real estate or personal property tax purposes by appropriate proceedings diligently conducted in good faith and where the amount so contested or for which a reduction is sought is in excess of $2,000,000, then all such taxes, assessments or fees the Mortgagor shall be deemed to be included within the term “Impositions” as defined in Section 1.8(a) and Trustor shall pay and discharge the same as herein provided with respect to the payment of Impositions. If Trustor fails to pay such Impositions also prior to delinquency, Beneficiary may, at its option, declare all commencement of such contest or part of the Obligations, immediately due and payable. If Trustor is prohibited by law from paying such Impositions, Beneficiary may, at its option, declare all or part of the Obligations due and payable on a date which is not less than six (6) months from the date such prohibition is imposed on Trustor. (c) Subject to proceeding have complied with the provisions of Section 1.8(d) and upon request by Beneficiarysubsections 5.4.1 through 5.4.5, Trustor shall deliver inclusive, hereof or made payment of such Imposition unless such payment would operate as a bar to Beneficiary within thirty (30) days after the date upon which any Imposition is due and payable by Trustor official receipts of the appropriate taxing authority, or other proof satisfactory to Beneficiary, evidencing the payment thereof. (d) Trustor shall have the right before any delinquency occurs to such contest or object to interfere materially with the amount prosecution thereof, in which event the Mortgagor may postpone or validity defer payment of any Imposition by appropriate proceedings, but this shall not be deemed or construed in any way as relieving, modifying, or extending Trustor’s covenant to pay any such Imposition at after compliance with the time and in provisions of subsections 5.4.1 through 5.4.5, inclusive, hereof if: 5.4.1 Neither the manner provided in this Section 1.8, unless Trustor has given prior written notice to Beneficiary of Trustor’s intent to so contest or object to an Imposition, and unless, in Beneficiary’s absolute and sole discretion, (i) Trustor shall demonstrate to Beneficiary’s satisfaction that the proceedings to be initiated by Trustor shall conclusively operate to prevent the sale of the Trust Estate or Mortgaged Property nor any part thereof would by reason of such postponement or interest therein to satisfy such Imposition deferment be in danger of being forfeited or lost prior to final determination of such proceedingscontest or proceeding and the Mortgagee shall not, by virtue of the contest or proceeding, be in any danger of criminal liability and neither the Mortgaged Property nor any part thereof by any interest therein would be subject to the imposition of any lien for which the Mortgagor has not furnished adequate security as provided below; and 5.4.2 Subject to the provisions of the first paragraph of Section 5.4, the Mortgagor shall either have (iia) Trustor shall furnish deposited with the Mortgagee in trust the amount (at the option of the Mortgagor in cash or in the form of a good letter of credit) so contested and sufficient unpaid, together with all interest and penalties in connection therewith and all charges that may or might be assessed against or become a charge on the Mortgaged Property or any part thereof as estimated by the Mortgagee, in such proceedings or (b) posted with the Mortgagee a bond or issued by a surety as requested by and company reasonably satisfactory to Beneficiarythe Mortgagee, whereby such surety undertakes to pay such Imposition, interest, penalties and charges (x) in the event that the Mortgagor shall fail to pay the same upon the final disposition of the contest (including appeals), or (iiiy) Trustor in the event that the Mortgaged Property or any part thereof is in danger of being sold, forfeited or lost during the pendency of such contest or (z) if the Mortgagor fails to increase the amount of such bond as hereinafter provided. Any deposit made by the Mortgagor with the Mortgagee under the provisions of this subsection 5.4.2, together with any additions thereto made pursuant to this subsection 5.4.2, shall demonstrate to Beneficiary’s satisfaction that Trustor has provided a good be held in trust and, at the request of the Mortgagor, invested in Collateral Investments (as defined in the Security Agreement), and sufficient undertaking the interest on such deposits shall be disposed of as may be required or permitted by law to accomplish a stay hereinafter provided. Upon the termination of any such sale. proceeding (e) Upon including appeals), or if the occurrence and Mortgagor should so elect, at any time prior thereto, the Mortgagor shall pay the amount of such Imposition or part thereof as finally determined in such proceeding (or appeal), the payment of which may have been deferred during the continuation prosecution of an Event of Default such proceeding (or appeal), together with any costs, fees, interest, penalties or other liabilities in connection therewith, and upon such payment, the Mortgagee shall return any amount deposited with it together with interest, if any, received thereon with respect to such Imposition. Such payment, at the request by Beneficiary, Trustor shall pay to Beneficiary an initial cash deposit in an amount adequate to pay all Impositions for the ensuing tax fiscal year and shall thereafter continue to deposit with Beneficiary, in monthly installments, an amount equal to one-twelfth (1/12) of the sum of Mortgagor, shall be made by the annual Impositions reasonably estimated by Beneficiary, for the purpose of paying the installment of Impositions next due (funds deposited for this purpose are referred to as “Impositions Impounds”). In such event, Trustor further agrees to cause all bills, statements, or other documents relating to Impositions to be sent or mailed directly to Beneficiary. Upon receipt of such bills, statements, or other documents, and providing there are sufficient Impositions Impounds, Beneficiary shall timely pay such amounts as may be due thereunder Mortgagee out of the Impositions Impoundsamount deposited with it pursuant to clause (a) of this subsection 5.4.2 with respect to such Imposition, to the extent that such amount is sufficient therefor, and any balance due shall be paid by the Mortgagor and any balance remaining shall be paid to the Mortgagor together with interest, if any, received thereon. If If, at any time and for any reason during the Impositions Impounds are continuance of such proceeding, the Mortgagee shall reasonably deem the amount deposited with it or will be insufficient to pay such amounts as may then provided by bond insufficient, the Mortgagor shall, within ten (10) days after demand, make an additional deposit of, or subsequently be due, Beneficiary may notify Trustor and upon such notice Trustor shall deposit immediately an amount equal to such deficiency with Beneficiary. Notwithstanding the foregoing, nothing contained herein shall cause Beneficiary to be deemed a trustee of Impositions Impounds or to be obligated to pay any amounts in excess of increase the amount of funds deposited with Beneficiary pursuant its letter of credit or bond by, such additional amount as the Mortgagee may request to this Section 1.8(e) Beneficiary may commingle Impositions Impounds with its own funds and shall not be obligated to pay any interest on any Impositions Impounds. Beneficiary may reserve for future cover payment of Impositions such portion the items set forth in this subsection 5.4.2, and upon failure of Impositions Impounds as Beneficiary may in its absolute and sole discretion deem proper. If Trustor fails to deposit with Beneficiary sums sufficient to fully pay such Impositions at least thirty (30) days before delinquency thereof, Beneficiary may, at Beneficiary’s election, but without any obligation the Mortgagor so to do, advance the Mortgagee may, after 10 days following written notice from the Mortgagee to the Mortgagor, apply the amount theretofore deposited with it (or the Mortgagee may submit for payment the letter of credit and apply the amount thereof, or may require application of the bonded amount by the surety company, if a bond has been furnished) to or on account of the payment, removal or discharge of such Imposition and the interest and penalties in connection therewith and any amounts required to make up costs, fees or other liability accruing in any such proceeding, or any part of any of the deficiency, which advancessame and the balance, if any, shall be secured hereby returned to the Mortgagor. The Mortgagor shall, during the continuance of any contest (including appeals) referred to herein and at its sole cost and expense, provide the Mortgagee with such information relating to the same as the Mortgagee may reasonably request. If, at any time during the continuance of such proceeding, the Mortgaged Property or any part thereof is, in the judgment of the Mortgagee, in any reasonable danger of being sold, forfeited or lost, the Mortgagee may require, after ten (10) days' notice to the Mortgagor, that the amount theretofore deposited with it be applied to the payment of such Imposition (or the Mortgagee may submit for payment the letter of credit and apply the amount thereof, or may require application of the bonded amount by the surety company, if a bond has been furnished) in the manner provided in the preceding sentence. Notwithstanding anything contained herein to the contrary, no such deposit held by the Mortgagee, or any part thereof, shall be repayable returned to Beneficiary upon demand together the Mortgagor so long as any Event of Default shall exist hereunder. The Mortgagee shall act as the holder, in trust, of the monies, if any, deposited by the Mortgagor pursuant to this subsection 5.4.2. 5.4.3 The Mortgagor will exhibit to the Mortgagee the original receipts (or copies thereof) or other proof reasonably satisfactory to the Mortgagee of the payment of all real estate taxes within 30 days after the same are required to be paid by the Mortgagor in compliance with interest thereon at subsection 5.1 hereof. Concurrently with the Agreed Rate from delivery of the date financial statements and other information required by Section 1009 of the Indenture, Mortgagor shall for all other Impositions deliver to the Mortgagee quarterly an Officer's Certificate that, to the best knowledge of such advanceofficer, or at all such Impositions have been paid and that, to the option best of Beneficiary such officer's knowledge, the latter mayaggregate of all unpaid amounts on such Impositions do not exceed $25,000, without making any advance whatever, apply any except for Impositions Impounds held by it upon any which are being contested in accordance with the provisions of the Obligations in such order as Beneficiary may determine, notwithstanding that such Obligations may not yet be due. (f) Trustor shall not initiate or suffer to occur or exist the joint assessment of any real and personal property included in the Trust Estate or any other procedure whereby the lien of real property taxes and the lien of personal property taxes shall be assessed, levied, or charged to the Trust Estate as a single lien.first paragraph of