Contest by Tenant Sample Clauses

Contest by Tenant. If upon the filing of any involuntary petition of the type described in Section 17.1(b) or upon the appointment of a receiver, other than a receiver appointed in any voluntary proceeding referred to in Section 17.1(b), or the taking of possession of all or a substantial portion of the Premises by any department of the city, county, state or federal government, or any officer thereof duly authorized, by reason of the alleged insolvency of Tenant without the consent or over the objection of Tenant, should Tenant desire to contest the same in good faith, Tenant shall, within ninety (90) days after the filing of the petition or after the appointment or taking of possession, give Notice to Landlord that Tenant proposes to make the contest, and the same shall not constitute a Default so long as Tenant shall prosecute the proceedings with due diligence and no part of the Premises shall be exposed to sale by reason of the continuance of the contest.
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Contest by Tenant. Tenant may, at its own expense, contest any tax or assessment for which Tenant may be wholly or partially responsible. Except as hereinafter provided, Tenant need not pay the tax, assessment or charge during the pendency of the contest and Tenant may prevent Landlord from paying any tax, assessment or charge that Tenant is contesting pursuant to this section 12.04, pending any resolution of the contest, by depositing with Landlord, before such tax assessment or charge becomes delinquent, Tenant's portion of the full amount of the tax or assessment, plus the full amount of any penalty that might be imposed for the failure to make timely payment and six (6) months of interest at the rate imposed by the entity levying the tax or assessment. Upon final resolution of the tax or assessment contest, Landlord may use the money deposited by Tenant to pay Tenant's portion of any tax or assessment, plus the full amount of any penalty or;interest, due under the final resolution, and Tenant shall receive the balance of the deposit, if any. If the deposit is insufficient to pay these amounts, Tenant must immediately pay such insufficiency to Landlord. Notwithstanding the foregoing, Landlord may pay, or require Tenant to pay, any tax, assessment or charge, or any portion thereof, for which Tenant is responsible under this Article Twelve, pending resolution of Tenant's contest of the tax, assessment or charge. If payment is demanded by a holder of a mortgage on the property, or if failure to pay will subject all or part of the Property to forfeiture or loss. Landlord reserves the right to contest any tax, assessment or charge on the Property.
Contest by Tenant. Subject to Tenant’s obligation to pay Minimum Rent without deduction or offset, [illegible] prior written notice to Landlord, Tenant has the right to contest by appropriate judicial or administrative proceedings, without cost or expense to Landlord, the validity or application of any Laws requiring Tenant to repair, maintain, alter, or replace the Buildings and/or Improvements in whole or in part, and Tenant shall not be in default for failing to do such work until a reasonable time following final determination of Tenant’s contest; provided, however, this right shall not abridge, minimize, or otherwise modify any other applicable provision of this Lease which provision is to remain in full force and effect. If Tenant gives notice of contest, Tenant shall indemnify Landlord against all liability and expenses that Landlord may sustain or incur by reason of Tenant’s failure or delay in complying with the Laws. Landlord may, but is not required to, contest any such Laws independently of Tenant, and may take positions inconsistent with those of Tenant.
Contest by Tenant. 24 18.3 Remedies. . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 18.4 No Waiver . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 18.5
Contest by Tenant. If Tenant withholds payment of a claim described in paragraph 6.1 above and a lien is filed as a result of such nonpayment, Tenant shall secure the discharge of the lien or deposit with Landlord cash or sufficient corporate surety bond or other security satisfactory to Landlord in an amount sufficient to discharge the lien plus any costs, attorneys' fees and other charges that could accrue as a result of a foreclosure or sale under the lien and such lien is discharged from the Property before the earlier to occur of twenty (20) days before foreclosure of the lien and forty-five (45) days after the lien is filed.
Contest by Tenant. Subject to the conditions set forth in this Section, Tenant shall have the right to contest, at its sole cost, by appropriate legal proceedings, the amount or validity of any fine, charge or penalty imposed in connection with an alleged violation of Law, the validity of any Law violated by Tenant relating to the Premises, the validity of any application of any Law to the Premises, the existence of any violation of Law, and/or the validity of any issued notice of violation of Law. To the extent expressly permitted by the applicable Law, Tenant may defer payment and/or performance of the contested obligation to the extent that and so long as Tenant is diligently contesting, at its expense, by appropriate legal proceedings the existence, the amount or validity of the contested obligation, provided that all of the following conditions are met at all times:
Contest by Tenant. Tenant shall have the right to contest, by appropriate proceedings diligently conducted in good faith, without cost or expense to Landlord, the validity or application of any law, ordinance, order, rule, regulation or requirement of the nature referred to in this Article, provided that the delay in conformance to or compliance with the same, attendant upon and pending the prosecution of such proceedings, shall not subject Landlord to any fine, penalty or criminal liability or render the Premises, or any part thereof, liable to lien, forfeiture or loss. In the event of the termination of this Lease prior to the conclusion of such contest, Tenant shall immediately comply with any such contested law, ordinance, order, rule, regulation or requirement. Tenant shall, within 10 days after Landlord's demand, reimburse Landlord for all costs and expenses (including, without limitation, counsel fees) incurred by Landlord in connection with any such contest. Tenant shall defend, indemnify and save harmless Landlord from all other liability, costs and expenses incurred in connection with any such contest.
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Contest by Tenant. Tenant, without postponement of payment, may bring proceedings to contest the validity or amount of any Imposition or to recover payments therefor. Tenant shall save Landlord harmless from all costs and expenses in connection with such proceedings. Landlord shall cooperate with Tenant with respect to such proceedings to the extent reasonably necessary, but all costs, fees and expenses incurred in connection with such proceedings shall be borne by Tenant, Tenant shall give Landlord advance written notice of Tenant's intention to take any such action.
Contest by Tenant. In the event that Landlord shall fail to contest any Tax or assessment, Tenant shall have the right to contest such tax or assessment in good faith, at its own cost and expense, provided, however, that notwithstanding such contest, (1) Tenant shall pay when due its Pro Rata Share of any Taxes; (2) Tenant shall comply with all applicable laws, rules and regulations regarding the payment of Taxes; (3) Tenant shall not take any action which would adversely affect, threaten or jeopardize the interest of Landlord in the Building or the Land; and (4) Tenant shall promptly pay, indemnify and save Landlord harmless from, all penalties and interest which may be charged or imposed as a result of or during the pendency of, any such contest. In the event of any such contest by Tenant, Landlord agrees to reasonably cooperate with Tenant, provided, however, that such cooperation shall be without any cost or expense to Landlord and shall not be construed so as to require Landlord to withhold the payment of any Tax, interest or penalty otherwise due and owing to, or charged by, any taxing authority.
Contest by Tenant. So long as no Event of Default shall have occurred and be continuing, Tenant shall have the right to contest, by appropriate proceedings diligently conducted in good faith, in the name of Tenant or Landlord or in the names of both of them, without cost or expense to Landlord, the validity or application of any law, ordinance, order, rule, regulation or requirement of the nature referred to in this Article, provided that such contest or the delay in conformance to or compliance with the same, attendant upon and pending the prosecution of such proceedings, shall not involve (i) a material risk of foreclosure, sale, forfeiture or loss of, or imposition of any lien on, any part of the Premises, (ii) a material risk of extending the ultimate imposition of such law, ordinance, order, rule, regulation or other requirement beyond the Term, (iii) a material risk of any material civil liability being imposed on or any risk of criminal liability being imposed on, Landlord, the Premises or Landlord’s mortgagees (unless, with respect to civil liability, there shall have been furnished indemnification reasonably satisfactory to each such party), (iv) a material risk of any material adjustment of, or material interference with, the use, possession or disposition of the Premises or (v) a material risk of reduction of the value, utility or remaining useful life (except to an immaterial extent) of the Premises. Tenant shall provide Landlord with notice of any contest of the type described above in detail sufficient to enable Landlord to ascertain whether such contest may have any material adverse effect of the types described in clauses (i) through (v) above. Upon request by Tenant and at Tenant’s expense, Landlord shall execute and deliver any and all such documents or instruments and shall take any and all such other action as shall be legally necessary or proper to permit Tenant so to contest the validity or application of any such law, ordinance, order, rule, regulation or requirement, or to facilitate the conduct of such contest by Tenant.
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