Common use of of the Mortgage Loan Agreement Clause in Contracts

of the Mortgage Loan Agreement. Borrower shall cause Mortgage Borrower to simultaneously provide Lender with copies of any notices, information, documentation or other deliveries provided by Mortgage Borrower to Mortgage Lender in connection with any release of funds in any Mortgage Loan Account (or any request for a release of funds from any Mortgage Loan Account, as applicable) pursuant to Article III of the Mortgage Loan Agreement, and Lender shall have the right to request and obtain additional information in connection with any such request if and to the extent that Mortgage Lender has the right to request and obtain such additional information pursuant to the Mortgage Loan Agreement. If Mortgage Lender waives any reserves or escrow accounts required in accordance with the terms of the Mortgage Loan Agreement (other than pursuant to the express terms of the Mortgage Loan Agreement), which reserves or escrow accounts are also required in accordance with the terms of this Section 3.2, or if the Mortgage Loan is refinanced or paid in full (without a prepayment in full of the Loan) and Reserve Funds that are required hereunder are not required under the new mortgage loan approved by Lender, if any, then Borrower shall cause any amounts that would have been deposited into any reserves or escrow accounts in accordance with the terms of the Mortgage Loan Agreement to be transferred to and deposited with Lender in accordance with the terms of this Section 3.7 (and Borrower shall enter into supplemental agreements that are similar in form and substance to the Mortgage Loan Documents, as Lender may reasonably require in connection therewith), and, if any letters of credit have been substituted by Mortgage Borrower for any such reserves or escrows as may be specifically permitted by the Mortgage Loan Agreement, then Borrower shall also cause such letters of credit to be transferred to Lender to be held by Lender upon the same terms and provisions as set forth in the Mortgage Loan Agreement. SECTION 3.8. Intentionally Omitted.

of the Mortgage Loan Agreement. Borrower shall not (and shall not permit Mortgage Borrower to) permit or suffer and shall promptly cause to be paid and discharged any Lien or charge against the Property, other than Permitted Encumbrances and the Liens in favor of Mortgage Lender. After prior notice to Lender, Borrower or Op Co Pledgor, at its sole cost and expense, may cause or permit Mortgage Borrower or Operating Lessee to contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges; provided that (a) no Event of Default has occurred and remains outstanding; (b) such proceeding shall be permitted under and be conducted in accordance with the applicable or governing provisions of any other instrument to which Borrower, Op Co Pledgor, Mortgage Borrower, Operating Lessee, the Collateral, or the Property is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable Legal Requirements; (c) neither the Property, the Collateral, nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, canceled or lost; (d) Borrower or Op Co Pledgor shall (or shall cause Mortgage Borrower to simultaneously provide Lender with copies or Operating Lessee to) promptly upon final non-appealable determination thereof pay the amount of any noticessuch Taxes or Other Charges, informationtogether with all costs, documentation interest and penalties which may be payable in connection therewith; (e) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (f) Borrower shall furnish (or cause to be furnished) such cash or other deliveries provided security as may be required in the proceeding, or as may be reasonably requested by Mortgage Borrower Lender (not to Mortgage Lender in connection with any release of funds in any Mortgage Loan Account (or any request for a release of funds from any Mortgage Loan Account, as applicable) pursuant to Article III exceed 125% of the Mortgage Loan Agreementamount in dispute plus any estimated interest, and Lender shall have penalties, fees, or other charges that may accrue during such contest), to ensure the right to request and obtain additional information in connection with payment of any such request if Taxes or Other Charges, together with all interest and to the extent that Mortgage Lender has the right to request and obtain such additional information pursuant to the Mortgage Loan Agreement. If Mortgage Lender waives any reserves or escrow accounts required in accordance with the terms of the Mortgage Loan Agreement (other than pursuant to the express terms of the Mortgage Loan Agreement), which reserves or escrow accounts are also required in accordance with the terms of this Section 3.2, or if the Mortgage Loan is refinanced or paid in full (without a prepayment in full of the Loan) and Reserve Funds that are required hereunder are not required under the new mortgage loan approved by Lenderpenalties, if any, then Borrower shall cause any amounts that would have been deposited into any reserves or escrow accounts in accordance with the terms of the Mortgage Loan Agreement to be transferred to and deposited with Lender in accordance with the terms of this Section 3.7 (and Borrower shall enter into supplemental agreements that are similar in form and substance to the Mortgage Loan Documents, as thereon. Lender may reasonably require in connection therewith)pay over, and, if any letters of credit have been substituted by Mortgage Borrower for assign or transfer any such reserves security or escrows as may be specifically permitted by the Mortgage Loan Agreement, then Borrower shall also cause such letters of credit to be transferred to Lender to be part thereof held by Lender upon to the same terms and provisions as set forth claimant entitled thereto at any time when, in the Mortgage Loan Agreement. SECTION 3.8. Intentionally Omittedreasonable judgment of Lender, the entitlement of such claimant is established or the Property or the Collateral (or any part thereof or interest therein) shall be in imminent danger of being sold, forfeited, terminated, canceled or lost.

of the Mortgage Loan Agreement. Borrower shall cause Notwithstanding the forgoing provisions of this clause (a) to the contrary, upon the occurrence and during the continuance of a Mortgage Borrower Loan Event of Default, Mortgage Lender is required to simultaneously provide Lender with copies apply its share of any noticesvoluntary prepayment made by Borrower or Mortgage Borrowers, informationin its election, documentation or other deliveries provided by Mortgage Borrower to the payment of the obligations of a monetary nature owed to Mortgage Lender in connection with any release of funds in any Mortgage Loan Account (or any request for a release of funds from any Mortgage Loan Account, as applicable) pursuant to Article III of under the Mortgage Loan AgreementDocuments, or to the Obligations of a monetary nature owed to Lender under the Loan Documents in any order, priority and proportions as Mortgage Lender shall have the right elect in its sole discretion from time to request time, provided that at such time as all Mortgage Debt and obtain additional information in connection with any such request if and other obligations of a monetary nature owed to the extent that Mortgage Lender has the right to request and obtain such additional information pursuant to under the Mortgage Loan Agreement. If Mortgage Lender waives Documents are paid in full, then any reserves or escrow accounts required remainder of such voluntary prepayment shall be paid to Lender, as a distribution permitted by applicable law, within two (2) Business Days thereafter for application in accordance with the terms of the Loan Documents if the Debt (or any portion thereof) is then outstanding, until the Debt and Other Obligations are paid in full. Within two (2) Business Days after the Debt and Other Obligations are paid in full, any remaining balance of such voluntary prepayment shall be disbursed to Borrower. Any prepayments paid to Lender following the application thereof by Mortgage Lender upon the occurrence of and during the continuance of a Mortgage Loan Agreement (other than pursuant to the express terms Event of the Mortgage Loan Agreement), which reserves or escrow accounts are also required Default in accordance with the terms of this immediately preceding sentence or Section 3.2, or if the Mortgage Loan is refinanced or paid in full (without a prepayment in full of the Loan) and Reserve Funds that are required hereunder are not required under the new mortgage loan approved by Lender, if any, then Borrower shall cause any amounts that would have been deposited into any reserves or escrow accounts in accordance with the terms 2.6.4 of the Mortgage Loan Agreement shall be applied by Lender to be transferred the prepayment of the Debt (subject to and deposited with the applicable provisions of Section 2.4 hereof) or to any other Obligations of a monetary nature owed to Lender in accordance with respect of the terms of this Section 3.7 (Loan in any order, priority and Borrower shall enter into supplemental agreements that are similar in form and substance to the Mortgage Loan Documents, proportions as Lender may reasonably require shall elect in connection therewith), and, if any letters of credit have been substituted by Mortgage Borrower for any such reserves or escrows as may be specifically permitted by the Mortgage Loan Agreement, then Borrower shall also cause such letters of credit its sole discretion from time to be transferred to Lender to be held by Lender upon the same terms and provisions as set forth in the Mortgage Loan Agreement. SECTION 3.8. Intentionally Omitted.time;

of the Mortgage Loan Agreement. Either Borrower shall, shall cause Mortgage Borrower to, or shall cause Mortgage Borrower to simultaneously provide Lender with copies of any noticescause CPLV Tenant to, information, documentation deliver to Administrative Agent receipts for payment or other deliveries provided evidence satisfactory to Administrative Agent that the Taxes and Other Charges have been so paid or are not then delinquent no later than ten (10) days prior to the date on which the Taxes and/or Other Charges would otherwise be delinquent if not paid. Borrower shall furnish to Administrative Agent receipts for the payment of the Taxes and the Other Charges prior to the date the same shall become delinquent (provided, however, Borrower is not required to furnish (or caused to be furnished) such receipts for payment of Taxes in the event that such Taxes have been paid by Mortgage Borrower to Mortgage Lender in connection with any release of funds in any Mortgage Loan Account (or any request for a release of funds from any Mortgage Loan Account, as applicable) pursuant to Article III of the Mortgage Loan Agreement, and Lender shall have the right to request and obtain additional information in connection with any such request if and to the extent that Mortgage Lender has the right to request and obtain such additional information pursuant to the Mortgage Loan Agreement. If Mortgage Lender waives any reserves or escrow accounts required in accordance with the terms of the Mortgage Loan Agreement (other than pursuant to the express terms Section 7.2 of the Mortgage Loan Agreement). Borrower shall not, and shall not permit Mortgage Borrower to or cause CPLV Tenant to, suffer and shall promptly cause to be paid and discharged any Lien or charge whatsoever which reserves may be or escrow accounts are also become a Lien or charge against the Property or the Collateral other than Permitted Encumbrances, and shall cause Mortgage Borrower to promptly pay for all utility services provided to the Property, subject to the right to contest as set forth in this Section 5.1.2. After prior written notice to Administrative Agent (except no notice shall be required in the event the amounts subject to contest at any time shall not exceed $1,000,000, individually or in the aggregate), Borrower may cause Mortgage Borrower, at Borrower’s or Mortgage Borrower’s own expense, (or may cause Mortgage Borrower to permit CPLV Tenant, at CPLV Tenant’s cost and expense), to contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the amount or validity or application in whole or in part of any Taxes or Other Charges, provided that any contest by CPLV Tenant shall be conducted in accordance with the terms CPLV Lease and the CPLV Lease SNDA; provided, further, that, with respect to any contest by Mortgage Borrower: (i) no Event of this Section 3.2, or if the Mortgage Loan is refinanced or paid in full Default has occurred and remains uncured; (without a prepayment in full of the Loanii) such proceeding shall be permitted under and Reserve Funds that are required hereunder are not required under the new mortgage loan approved by Lender, if any, then Borrower shall cause any amounts that would have been deposited into any reserves or escrow accounts be conducted in accordance with the terms provisions of any other instrument to which Mortgage Borrower or Borrower is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) none of the Property, the Collateral, the Mezzanine B Collateral, the Mezzanine A Collateral nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall or shall cause Mortgage Loan Agreement Borrower to promptly upon final determination thereof pay the amount of any such Taxes or Other Charges, together with all costs, interest and penalties which may be transferred payable in connection therewith; (v) such proceeding shall suspend the collection of such contested Taxes or Other Charges from the Property; and (vi) Borrower shall or shall cause Mortgage Borrower to furnish such security as may be required in the proceeding, or in the event the amount of such Taxes or Other Charges shall reasonably be expected to exceed $1,000,000, as may be reasonably requested by Administrative Agent, to insure the payment of any such Taxes or Other Charges, together with all interest and penalties thereon; provided, no such security shall be required to the extent Mortgage Borrower is required to and deposited with does provide such security for the same to Mortgage Lender in accordance with the terms of this Section 3.7 (Mortgage Loan Documents or Mezzanine A Borrower is required to and does provide such security for the same to Mezzanine A Administrative Agent in accordance with the Mezzanine A Loan Documents or Mezzanine B Borrower shall enter into supplemental agreements that are similar is required to and does provide such security for the same to Mezzanine B Administrative Agent in form and substance accordance with the Mezzanine B Loan Documents. Administrative Agent may pay over any such cash deposit or part thereof held by Administrative Agent to the Mortgage Loan Documentsclaimant entitled thereto at any time when, as Lender may reasonably require in connection therewith)the judgment of Administrative Agent, andthe entitlement of such claimant is established or the Property, if the Mezzanine A Collateral, the Mezzanine B Collateral or the Collateral (or part thereof or interest therein) shall be in danger of being sold, forfeited, terminated, cancelled or lost or there shall be any letters danger of credit have been substituted by Mortgage Borrower for any such reserves or escrows as may be specifically permitted by the Lien of the Mortgage Loan Agreement, then Borrower shall also cause such letters of credit to be transferred to Lender to be held or the Pledge Agreement being primed by Lender upon the same terms and provisions as set forth in the Mortgage Loan Agreement. SECTION 3.8. Intentionally Omittedany related Lien.