Common use of Repairs; Maintenance and Compliance Clause in Contracts

Repairs; Maintenance and Compliance. Borrower shall at all times maintain, preserve and protect all franchises and trade names, and Borrower shall cause the Property to be maintained in a good and safe condition and repair and shall not remove, demolish or alter the Improvements or Equipment (except for alterations performed in accordance with Section 5.4.2 and normal replacement of Equipment with Equipment of equivalent value and functionality). Borrower shall promptly comply with all Legal Requirements, including, without limitation, Prescribed Laws, and immediately cure properly any violation of a Legal Requirement, including, without limitation, Prescribed Laws; provided, however, that after prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, such Legal Requirement, provided that (i) no Event of Default has occurred and is continuing; (ii) such proceeding shall not be prohibited by the provisions of any other instrument to which 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) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof comply with such Legal Requirement and pay all costs, interest and penalties which may be payable in connection therewith; and (v) such proceeding shall suspend the requirement of Borrower to comply with such Legal Requirement. Borrower shall notify Lender in writing within one Business Day after Borrower first receives notice of any such non-compliance. Borrower shall promptly repair, replace or rebuild any part of the Property that becomes damaged, worn or dilapidated and shall complete and pay for any Improvements at any time in the process of construction or repair.

Repairs; Maintenance and Compliance. Borrower shall at all times maintain, preserve and protect all franchises and trade names, and Borrower shall cause the Property to be maintained in a good and safe condition and repair and shall not remove, demolish or alter the Improvements or Equipment (except for alterations performed in accordance with Section 5.4.2 below and normal replacement of Equipment with Equipment of equivalent value and functionality). Borrower shall promptly comply with all Legal Requirements, including, without limitation, Prescribed Laws, and immediately cure properly any violation of a Legal Requirement, including, without limitation, Prescribed Laws; provided, however, that after prior written notice to Lender, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, such Legal Requirement, provided that (i) no Event of Default has occurred and is continuing; (ii) such proceeding shall not be prohibited by the provisions of any other instrument to which 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) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower shall promptly upon final determination thereof comply with such Legal Requirement and pay all costs, interest and penalties which may be payable in connection therewith; and (v) such proceeding shall suspend the requirement of Borrower to comply with such Legal Requirement. Borrower shall notify Lender in writing within one (1) Business Day after Borrower first receives notice of any such non-compliance. Borrower shall promptly repair, replace or rebuild any part of the Property that becomes damaged, worn or dilapidated and shall complete and pay for any Improvements at any time in the process of construction or repair.

Repairs; Maintenance and Compliance. Borrower shall cause Owner to at all times maintain, preserve and protect all franchises and trade names, and Borrower shall cause Owner to maintain the Property to be maintained in a good and safe condition and repair and shall not (and shall not permit Owner to) remove, demolish or alter the Improvements or Equipment (except for alterations performed in accordance with Section 5.4.2 below and normal replacement of Equipment with Equipment of equivalent value and functionality). Borrower shall promptly comply with all Legal Requirements, including, without limitation, Prescribed Laws, and immediately cure (or cause Owner to cure) properly any violation of a Legal Requirement, including, without limitation, Prescribed Laws; provided, however, that after prior written notice to Lender, Borrower, Borrower may cause Owner at its own expense, may Owner’s expense to contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, such Legal Requirement, provided that (i) no Event of Default has occurred and is continuing; (ii) such proceeding shall not be prohibited by the provisions of any other instrument to which Borrower or Owner is subject and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the Property Property, the Collateral, nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower and Owner shall promptly upon final determination thereof comply with such Legal Requirement and pay all costs, interest and penalties which may be payable in connection therewith; and (v) such proceeding shall suspend the requirement of Borrower or Owner, as applicable, to comply with such Legal Requirement. Borrower shall notify Lender in writing within one (1) Business Day after Borrower first receives notice of any such non-compliance. Borrower shall (or shall cause Owner to) promptly repair, replace or rebuild any part of the Property that becomes damaged, worn or dilapidated and shall complete and pay for any Improvements at any time in the process of construction or repair.

Repairs; Maintenance and Compliance. Borrower shall at all times cause Mortgage Borrower to maintain, preserve and protect all franchises and trade names, and Borrower shall cause Mortgage Borrower to cause the Property to be maintained in a good and safe condition and repair and shall not remove, demolish or alter the Improvements or Equipment (except for alterations performed in accordance with Section 5.4.2 4.12.2 below and normal replacement of Equipment with Equipment of equivalent value and functionality). Borrower shall cause Mortgage Borrower to promptly comply with all Legal RequirementsRequirements (including municipal, including, without limitation, Prescribed Laws, state and federal laws) and immediately cure properly any violation of a Legal Requirement. Borrower also hereby covenants and agrees that it shall not (or permit Mortgage Borrower to) commit, permit or suffer to exist any illegal commercial activities or commercial activities relating to controlled substances at the Property (including, without limitation, Prescribed Laws; providedany growing, howeverdistributing and/or dispensing of marijuana for commercial purposes, that after prior written notice to Lender, medical or otherwise for so long as the foregoing is a violation of a Legal Requirement of any applicable Governmental Authority). Borrower, at its own expense, may contest (or cause Mortgage Borrower to contest) by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the need to cure any such violation of Legal RequirementRequirements, provided that (i) no Event of Default has occurred and is continuing; (ii) such proceeding shall not be prohibited by the provisions of any other instrument to which Borrower is subject permitted under and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiiii) neither the applicable Property nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled canceled or lost; (iviii) Mortgage Borrower shall promptly upon final determination thereof comply complete such cure, together with such Legal Requirement and pay all costs, interest and penalties which may be payable in connection therewith; and (iv) in the case of violations in excess of $500,000, individually or in the aggregate (the “Contest Threshold”), Borrower shall deliver to Lender (or shall cause Mortgage Borrower to deliver to Mortgage Lender) cash, or other security as may be reasonably acceptable to Lender, in an amount equal to one hundred ten percent (110%) of the costs necessary to cure such violation in excess of the Contest Threshold, (v) failure to cure such proceeding violation will not subject Lender to any civil or criminal liability, (vi) such contest shall suspend not affect the requirement ownership, use or occupancy of the applicable Property, and (vii) Borrower shall, upon request by Lender, give Lender prompt notice of the status of such proceedings and/or confirmation of the continuing satisfaction of the conditions set forth in clauses (i) through (vi) of this Section 4.12.1. Lender may pay over any such cash or other security held by Lender to comply with cure such Legal Requirementviolation at any time when, in the reasonable judgment of Lender, the validity of the violation is established or the applicable Property (or any part thereof or interest therein) shall be in imminent danger of being sold, forfeited, terminated, cancelled or lost or there shall be any imminent danger of the Lien of the Pledge Agreement secured by the Pledge Agreement being primed by due to such violation. Borrower shall notify Lender in writing within one Business Day after cause Mortgage Borrower first receives notice of any such non-compliance. Borrower shall to promptly repair, replace or rebuild any part of the Property that becomes damaged, worn or dilapidated and shall complete and pay for any Improvements at any time in the process of construction or repair.

Repairs; Maintenance and Compliance. Borrower shall at all times maintain, preserve and protect all franchises and trade names, and Borrower shall cause the Property Properties to be maintained in a good and safe condition and repair and shall not remove, demolish or alter the Improvements or Equipment (except for alterations performed in accordance with Section 5.4.2 4.12.2 below and normal replacement of Equipment with Equipment of equivalent value and functionality). Borrower shall promptly comply with all Legal Requirements, including, without limitation, Prescribed Laws, Requirements and immediately promptly cure properly any violation of a Legal RequirementRequirement (it being understood that, includingwith respect to RPTL Tax Benefits Law and Rent Regulation Laws, without limitation, Prescribed Laws; provided, however, that after compliance with Section 4.34 shall constitute compliance with Legal Requirements hereunder). After prior written notice to LenderAgent, Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the need to cure any such violation of Legal RequirementRequirements, provided that (i) no Event of Default has occurred and is continuing; (ii) such proceeding shall not be prohibited by the provisions of any other instrument to which Borrower is subject permitted under and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the applicable Property nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled canceled or lost; (iv) Borrower shall promptly upon final determination thereof comply complete such cure, together with such Legal Requirement and pay all costs, interest and penalties which may be payable in connection therewith; and (v) as may reasonably be requested by Agent, Borrower shall deliver to Agent either (A) cash, or other security as may be reasonably acceptable to Agent, in an amount equal to one hundred ten percent (110%) of the costs necessary to cure such proceeding violation or (B) a payment and performance bond in an amount equal to one hundred percent (100%) of the costs necessary to cure such violation from a surety acceptable to Agent in its reasonable discretion, (vi) failure to cure such violation will not subject Agent or any Lender to any civil or criminal liability, (vii) such contest shall suspend not affect the requirement ownership, use or occupancy of the applicable Property, and (viii) Borrower shall, upon request by Agent, give Agent prompt notice of the status of such proceedings and/or confirmation of the continuing satisfaction of the conditions set forth in clauses (i) through (vii) of this Section 4.12.1. Agent may pay over any such cash or other security held by Agent to comply with cure such Legal Requirementviolation at any time when, in the reasonable judgment of Agent, the validity of the violation is established or the applicable Property (or any part thereof or interest therein) shall be in imminent danger of being sold, forfeited, terminated, cancelled or lost or there shall be any imminent danger of the Lien of the Mortgage secured by such Property being primed by due to such violation. Borrower shall notify Lender Agent in writing within one two (2) Business Day Days after Borrower first receives notice of any such non-compliance. Borrower shall promptly repair, replace or rebuild any part of the any Property that becomes damaged, worn or dilapidated and shall complete and pay for any Improvements at any time in the process of construction or repair.

Repairs; Maintenance and Compliance. Borrower shall at all times maintain, preserve and protect all franchises and trade names, and Borrower shall cause the Property to be maintained in a good and safe condition and repair and shall not remove, demolish or alter the Improvements or Equipment (except for alterations performed in accordance with Section 5.4.2 4.12.2 below and normal replacement of Equipment with Equipment of equivalent value and functionality). Borrower shall promptly comply with all Legal RequirementsRequirements (including municipal, including, without limitation, Prescribed Laws, state and federal laws) and immediately cure properly any violation of a Legal Requirement. Borrower also hereby covenants and agrees that it shall not commit, permit or suffer to exist any illegal commercial activities or commercial activities relating to controlled substances at the Property (including, without limitation, Prescribed Laws; providedany growing, howeverdistributing and/or dispensing of marijuana for commercial purposes, that after prior written notice to Lender, medical or otherwise for so long as the foregoing is a violation of a Legal Requirement of any applicable Governmental Authority). Borrower, at its own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the need to cure any such violation of Legal RequirementRequirements, provided that (i) no Event of Default has occurred and is continuing; (ii) such proceeding shall not be prohibited by the provisions of any other instrument to which Borrower is subject permitted under and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iiiii) neither the applicable Property nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled canceled or lost; (iviii) Borrower shall promptly upon final determination thereof comply complete such cure, together with such Legal Requirement and pay all costs, interest and penalties which may be payable in connection therewith; and (iv) in the case of violations in excess of $500,000, individually or in the aggregate (the “Contest Threshold”), Borrower shall deliver to Lender cash, or other security as may be reasonably acceptable to Lender, in an amount equal to one hundred ten percent (110%) of the costs necessary to cure such violation in excess of the Contest Threshold, (v) failure to cure such proceeding violation will not subject Lender to any civil or criminal liability, (vi) such contest shall suspend not affect the requirement ownership, use or occupancy of the applicable Property, and (vii) Borrower to comply with such Legal Requirement. Borrower shall notify shall, upon request by Lender, give Lender in writing within one Business Day after Borrower first receives prompt notice of the status of such proceedings and/or confirmation of the continuing satisfaction of the conditions set forth in clauses (i) through (vi) of this Section 4.12.1. Lender may pay over any such non-compliancecash or other security held by Lender to cure such violation at any time when, in the reasonable judgment of Lender, the validity of the violation is established or the applicable Property (or any part thereof or interest therein) shall be in imminent danger of being sold, forfeited, terminated, cancelled or lost or there shall be any imminent danger of the Lien of the Mortgage secured by such Property being primed by due to such violation. Borrower shall promptly repair, replace or rebuild any part of the Property that becomes damaged, worn or dilapidated and shall complete and pay for any Improvements at any time in the process of construction or repair.

Repairs; Maintenance and Compliance. Borrower shall at all times maintain, preserve and protect all franchises and trade names, and Borrower shall cause the Property Mortgage Borrower to cause the Properties to be maintained in a good and safe condition and repair and shall not, and shall not permit Mortgage Borrower to remove, demolish or alter the Improvements or Equipment (except for alterations performed in accordance with Section 5.4.2 4.12.2 below and normal replacement of Equipment with Equipment of equivalent value and functionality). Borrower shall, and shall cause Mortgage Borrower to, promptly comply with all Legal Requirements, including, without limitation, Prescribed Laws, Requirements and immediately promptly cure properly any violation of a Legal RequirementRequirement (it being understood that, includingwith respect to RPTL Tax Benefits Law and Rent Regulation Laws, without limitation, Prescribed Laws; provided, however, that after compliance with Section 4.33 shall constitute compliance with Legal Requirements hereunder). After prior written notice to LenderAgent, Borrower, at its own expense, may, and may cause Mortgage Borrower to, contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, the need to cure any such violation of Legal RequirementRequirements, provided that (i) no Event of Default has occurred and is continuing; (ii) such proceeding shall not be prohibited by the provisions of any other instrument to which Borrower is subject permitted under and shall not constitute a default thereunder and such proceeding shall be conducted in accordance with all applicable statutes, laws and ordinances; (iii) neither the applicable Property nor Collateral nor any part thereof or interest therein will be in imminent danger of being sold, forfeited, terminated, cancelled canceled or lost; (iv) Borrower or Mortgage Borrower shall promptly upon final determination thereof comply complete such cure, together with such Legal Requirement and pay all costs, interest and penalties which may be payable in connection therewith; and (v) as may reasonably be requested by Agent, Borrower shall deliver to Agent either (A) cash, or other security as may be reasonably acceptable to Agent, in an amount equal to one hundred ten percent (110%) of the costs necessary to cure such proceeding violation or (B) a payment and performance bond in an amount equal to one hundred percent (100%) of the costs necessary to cure such violation from a surety acceptable to Agent in its reasonable discretion (provided that if Mortgage Lender is requiring such cash or security pursuant to Section 4.12.1 of the Mortgage Loan Agreement, Agent shall suspend not have the requirement right to require any further cash or security so long as the provisions of Section 4.12.1 of the Mortgage Loan Agreement are complied with), (vi) failure to cure such violation will not subject Agent or any Lender to any civil or criminal liability, (vii) such contest shall not affect the ownership, use or occupancy of the applicable Property or Collateral, and (viii) Borrower or Mortgage Borrower shall, upon request by Agent, give Agent prompt notice of the status of such proceedings and/or confirmation of the continuing satisfaction of the conditions set forth in clauses (i) through (vii) of this Section 4.12.1. Agent may pay over any such cash or other security held by Agent to comply with cure such Legal Requirementviolation at any time when, in the reasonable judgment of Agent, the validity of the violation is established or the applicable Property (or any part thereof or interest therein) shall be in imminent danger of being sold, forfeited, terminated, cancelled or lost or there shall be any imminent danger of the Lien of the Mortgage secured by such Property and/or the Lien of the Collateral relating to such Property being primed by due to such violation. Borrower shall notify Lender Agent in writing within one two (2) Business Day Days after Borrower first receives notice of any such non-compliance. Borrower shall cause Mortgage Borrower to promptly repair, replace or rebuild any part of the any Property that becomes damaged, worn or dilapidated and shall complete and pay for any Improvements at any time in the process of construction or repair.

Repairs; Maintenance and Compliance. Borrower Borrowers shall at all times maintain, preserve and protect all franchises and trade names, and Borrower Borrowers shall cause the Property to be maintained in a good and safe condition and repair and shall not remove, demolish or alter the Improvements or Equipment (except for alterations performed in accordance with Section 5.4.2 and normal replacement of Equipment with Equipment of equivalent value and functionality). Borrower Borrowers shall promptly comply with all Legal Requirements, including, without limitation, Prescribed Laws, and immediately cure properly any violation of a Legal Requirement, including, without limitation, Prescribed Laws; provided, however, that after prior written notice to Lender, BorrowerBorrowers, at its their own expense, may contest by appropriate legal proceeding, promptly initiated and conducted in good faith and with due diligence, such Legal Requirement, provided that (i) no Event of Default has occurred and is continuing; (ii) such proceeding shall not be prohibited by the provisions of any other instrument to which a 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) neither the Property nor any part thereof or interest therein will be in danger of being sold, forfeited, terminated, cancelled or lost; (iv) Borrower Borrowers shall promptly upon final determination thereof comply with such Legal Requirement and pay all costs, interest and penalties which may be payable in connection therewith; and (v) such proceeding shall suspend the requirement of Borrower Borrowers to comply with such Legal Requirement. Borrower Borrowers shall notify Lender in writing within one Business Day after Borrower Borrowers first receives receive notice of any such non-compliance. Borrower Borrowers shall promptly repair, replace or rebuild any part of the Property that becomes damaged, worn or dilapidated and shall complete and pay for any Improvements at any time in the process of construction or repair. Without limiting the provisions of this Section 5.4.1, Borrowers agree that in the event Borrowers receive notice from the City of Santa Xxxxxx (or from such other applicable Governmental Authority) requiring Borrowers to seismically upgrade/retrofit the Improvements pursuant to any city ordinance (or other applicable Legal Requirements) relating thereto, Borrowers shall (i) notify Lender in writing within one Business Day after Borrowers first receive such notice and (ii) promptly and expeditiously take all steps necessary (and pay all costs and expenses related thereto) to comply with the requirements set forth in such notice and the Legal Requirements related thereto.