Common use of Right to Contest Clause in Contracts

Right to Contest. After prior written notice to Lender, Borrower, at its own expense, may contest, or permit Ply Gem to contest, by appropriate legal proceeding, promptly initiated and conducted in good faith with due diligence, the amount or validity or application in whole or in part of any of the Taxes or Other Charges, provided that: (i) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid the disputed amounts in full under protest, Borrower shall deposit: with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays the amount of any such Ply Gem Industries Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid in full and payment of such amounts shall be secured by the Security Instrument and other collateral given to secure the Loan.

Right to Contest. After prior written notice to Lender, Borrower, at its own expense, may contest, or permit Ply Gem to contest, contest by appropriate legal proceeding, promptly initiated and conducted in good faith with due diligence, the amount or validity or application in whole or in part of any of the Taxes or Other Charges, provided that: (i) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid the disputed amounts in full under protest, Borrower shall deposit: deposit with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five ten percent (125110%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays the amount of any such Ply Gem Industries Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's ’s judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid in full and payment of such amounts shall be secured by the Security Instrument and other collateral given to secure the Loan.

Right to Contest. After prior written notice Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to Lenderbe paid, BorrowerLessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the event Lessor receives a tax xxxx, Lessor shall use commercially reasonable efforts to forward said xxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, may contestcontest or cause to be contested (in the case of any item involving more than $10,000, or permit Ply Gem after prior written notice to contestLessor, which shall be given within fifteen (15) days of Lessee’s 4837-1132-0135.14 STORE / RT Logic (Kratos) Lease Agreement (New Building Area) File No.: 7210/02-525.1 determination to contest any matter as permitted herein), by appropriate legal proceeding, promptly initiated and proceedings conducted in good faith and with due diligence, the amount any above‑described item or validity or application in whole or in part of any of the Taxes or Other Chargeslien with respect thereto, provided that: that (i) neither the Property nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges has occurred and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protestis continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower taxing authority and/or Lessor that removes such lien or the Property is subject and does not constitute a default thereunderstays enforcement thereof; (iv) if Borrower has not paid the disputed amounts Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in full under protest, Borrower shall deposit: connection with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest proceeding; and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes upon termination of such proceedings, it shall be the obligation of Lessee to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays pay the amount of any such Ply Gem Industries Taxes tax and assessment or Other Chargespart thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with all any costs, interest fees (including attorneys’ fees and disbursements), interest, penalties which may be payable or other liabilities in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower Lessor shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid request of Lessee, execute or join in full and payment the execution of any instruments or documents necessary in connection with such amounts contest or proceedings, but Lessor shall be secured by the Security Instrument and other collateral given to secure the Loanincur no cost or obligation thereby.

Right to Contest. After Notwithstanding anything to the contrary contained in this section 5, the Mortgagor shall have the right to contest in good faith the validity of any such lien, encumbrance, charge or security interests, PROVIDED THAT AND SO LONG AS (1) the same is done by the Mortgagor upon prior written notice to Lender, Borrower, the Collateral Agent and at its own expense, may contest, or permit Ply Gem to contest, by appropriate legal proceeding, promptly initiated the Mortgagor's sole cost and conducted in good faith expense and with due diligencediligence and continuity so as to resolve as promptly as possible such question of validity; (2) neither the Mortgaged Property nor any part thereof will be in immediate danger of being forfeited or lost by reason of such contest; (3) such contest shall not subject the Collateral Agent to prosecution for a criminal offense or a claim for civil liability; (4) if required by the Collateral Agent, the Mortgagor shall either bond such lien, encumbrance, charge or security interest or establish a reserve or other security with the Collateral Agent in an amount and in form and substance satisfactory to the Collateral Agent for application towards the cost of curing or validity removing the same from record pursuant to clause (5) below; (5) the Mortgagor shall thereafter diligently proceed to cause such lien, encumbrance or application charge to be removed and discharged prior to the date the Mortgaged Property is listed for an IN REM action with respect to such lien, encumbrance or charge or any writ or order is issued under which the Mortgaged Property may be sold pursuant to a final judgment; (6) the Mortgagor agrees in whole writing to indemnify and hold harmless the Collateral Agent and the Secured Creditors from and against any and all expenses, claims, demands, obligations, liabilities, suits, actions and penalties upon or in part arising out of any of the Taxes or Other Charges, provided that: such contest and (i7) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges hereunder shall have occurred and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid the disputed amounts in full under protest, Borrower shall deposit: with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays the amount of any such Ply Gem Industries Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid in full and payment of such amounts shall be secured by the Security Instrument and other collateral given to secure the Loancontinuing.

Right to Contest. After prior written notice to Lender, Borrower, at its own expense, may contest, or permit Ply Gem to contest, contest by appropriate legal proceeding, promptly initiated and conducted in good faith with due diligence, the amount or validity or application in whole or in part of any of the Taxes or Other Charges, provided that: (i) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid the disputed amounts in full under protest, unless amounts in Tax Escrow are sufficient, Borrower shall deposit: deposit with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays the amount of any such Ply Gem Industries Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's ’s judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid in full and payment of such amounts shall be secured by the Security Instrument and other collateral given to secure the Loan.

Right to Contest. After prior written notice Within five (5) Business Days of the date by which each tax and assessment payment is required by this Section 5.01 to Lenderbe paid, BorrowerLessee shall provide Lessor with receipts or other evidence reasonably satisfactory to Lessor that each tax and assessment has been timely paid by Lxxxxx. In the event Lessor receives a tax bill, Lessor shall use commercially reasonable efforts to forward said bill to Lessee within five (5) Business Days of Lessor’s receipt thereof. Lessee may, at its own expense, may contestcontest or cause to be contested (in the case of any item involving more than $10,000, or permit Ply Gem after prior written notice to contestLessor, which shall be given prior to contesting any matter as permitted herein), by appropriate legal proceeding, promptly initiated and proceedings conducted in good faith and with due diligence, any above described item or lien with respect thereto, including, without limitation, the amount or validity or application application, in whole or in part part, of any of the Taxes or Other Chargessuch item, provided that: that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges has occurred and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protestis continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor or Lessor’s lender, Lessee posts a bond or takes other steps acceptable to such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower taxing authority and/or Lessor or the Property is subject and does not constitute a default thereunderLessor’s lender that removes such lien or stays enforcement thereof; (iv) if Borrower has not paid the disputed amounts Lessee shall promptly provide Lessor with copies of all material notices received or delivered by Lessee and filings made by Lessee in full under protest, Borrower shall deposit: connection with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest proceeding; and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes upon termination of such proceedings, it shall be the obligation of Lessee to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays pay the amount of any such Ply Gem Industries Taxes tax and assessment or Other Chargespart thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with all any costs, interest fees (including attorneys’ fees and disbursements), interest, penalties which may be payable or other liabilities in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower Lessor shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid request of Lxxxxx, execute or join in full and payment the execution of any instruments or documents necessary in connection with such amounts contest or proceedings, but Lessor shall be secured by the Security Instrument and other collateral given to secure the Loanincur no cost or obligation thereby.

Right to Contest. After prior written notice Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to Lenderbe paid, BorrowerLessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the event Lessor receives a tax xxxx, Lessor shall use commercially reasonable efforts to forward said xxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, may contestcontest or cause to be contested (in the case of any item involving more than $25,000, or permit Ply Gem after prior written notice to contestLessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceeding, promptly initiated and proceedings conducted in good faith and with due diligence, any above-described item or lien with respect thereto, including, without limitation, the amount or validity or application application, in whole or in part part, of any of the Taxes or Other Chargessuch item, provided that: that (i) neither the Property nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges has occurred and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protestis continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower taxing authority and/or Lessor that removes such lien or the Property is subject and does not constitute a default thereunderstays enforcement thereof; (iv) if Borrower has not paid the disputed amounts Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in full under protest, Borrower shall deposit: connection with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest proceeding; and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes upon termination of such proceedings, it shall be the obligation of Lessee to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays pay the amount of any such Ply Gem Industries Taxes tax and assessment or Other Chargespart thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with all any costs, interest fees (including attorneys’ fees and disbursements), interest, penalties which may be payable or other liabilities in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower Lessor shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid request of Lessee, execute or join in full and payment the execution of any instruments or documents necessary in connection with such amounts contest or proceedings, but Lessor shall be secured by the Security Instrument and other collateral given to secure the Loanincur no cost or obligation thereby.

Right to Contest. After prior written notice Within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to Lenderbe paid, BorrowerLessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the event Lessor receives a tax bxxx, Lessor shall use commercially reasonable efforts to forward said bxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, may contestcontest or cause to be contested (in the case of any item involving more than $10,000, or permit Ply Gem after prior written notice to contestLessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceeding, promptly initiated and proceedings conducted in good faith and with due diligence, any above-described item or lien with respect thereto, including, without limitation, the amount or validity or application application, in whole or in part part, of any of the Taxes or Other Chargessuch item, provided that: that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges has occurred and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protestis continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower taxing authority and/or Lessor that removes such lien or the Property is subject and does not constitute a default thereunderstays enforcement thereof; (iv) if Borrower has not paid the disputed amounts Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in full under protest, Borrower shall deposit: connection with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest proceeding; and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes upon termination of such proceedings, it shall be the obligation of Lessee to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays pay the amount of any such Ply Gem Industries Taxes tax and assessment or Other Chargespart thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with all any costs, interest fees (including attorneys’ fees and disbursements), interest, penalties which may be payable or other liabilities in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower Lessor shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid request of Lessee, execute or join in full the execution of any instruments or documents necessary in connection with such contest or proceedings, but Lessor shall incur no cost or obligation thereby. 4817-7336-4078.5 STORE/Fat Patty's Master Lease Agreement 4 Properties in KY and payment of such amounts shall be secured by the Security Instrument and other collateral given to secure the Loan.WV File No. 7210 /02-629.1

Right to Contest. After prior written notice to Lender, Borrower, at its own expense, may contest, or permit Ply Gem to contest, contest by appropriate legal proceeding, promptly initiated and conducted in good faith with due diligence, the amount or validity or application in whole or in part of any of the Taxes or Other Charges (for purposes of this Section 9.02(b), "Other Charges" shall be deemed to include mechanics' and materialman's liens and trade payables), provided that: (i) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid the disputed amounts in full under protest, Borrower shall deposit: deposit with Lender (or a court or other Governmental Authority as/if applicable) cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays the amount of any such Ply Gem Industries Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid in full and payment of such amounts shall be secured by the Security Instrument and other collateral given to secure the Loan.

Right to Contest. After prior written notice to Lender, Borrower, at its own expense, may contest, or permit Ply Gem to contest, contest by appropriate legal proceedingproceedings, promptly initiated and conducted in good faith with due diligence, the amount or validity or application in whole or in part of any of the Taxes or Other Charges, provided that: (i) no Event of Default exists; (ii) such proceeding suspends proceedings suspend the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid the disputed amounts in full under protest, Borrower shall deposit: deposit with Lender cash (or other security as may be approved, in writing, by Lender) in an amount which Lender deems (together with all funds then existing in the Tax Escrow Account) sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with LenderLender (after crediting all amounts then existing in the Tax Escrow Account which are not otherwise reserved for other known Taxes or Other Charges due or to become due); (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower Borrower, subject to the provisions of the following sentence, promptly pays the amount of any such Ply Gem Industries Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may shall pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's reasonable judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid in full and payment of such amounts shall be secured by the Security Instrument and other collateral given to secure the Loan.

Right to Contest. After In the event Walgreens shall not be in compliance with the terms of the Walgreens Lease obligating Walgreens to undertake the payment of Taxes and Other Charges assessed or imposed against the Property, after prior written notice to Lender, Borrower, at its own expense, may contest, or permit Ply Gem to contest, contest by appropriate legal proceeding, promptly initiated and conducted in good faith with due diligence, the amount or validity or application in whole or in part of any of the Taxes or Other Charges, provided that: (i) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid the tl1e disputed amounts in full under protest, Borrower shall deposit: deposit with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays the amount of any such Ply Gem Industries Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower "'with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid in full and payment of such amounts shall be secured by the Security Instrument and other collateral given to secure the Loan.

Right to Contest. After prior written notice to Lender, Borrower, at its own expense, may contest, or permit Ply Gem to contest, contest by appropriate legal proceeding, promptly initiated and conducted in good faith with due diligence, the amount or validity or application in whole or in part of any of the Taxes or Other Charges, provided that: (i) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid the disputed amounts in full under protest, Borrower shall deposit: deposit with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays the amount of any such Ply Gem Industries Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith, and Borrower shall be permitted to use the amount so deposited with lender to make such payment, and to the extent any of such funds remain with Lender following such payment, if no Event of Default shall have occurred, Lender shall disburse all remaining funds to Borrower. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's ’s judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid in full and payment of such amounts shall be secured by the Security Instrument and other collateral given to secure the Loan.

Right to Contest. After prior written notice to Lender, Borrower, at its own expense, may contest, or permit Ply Gem to contest, contest by appropriate legal proceedingproceedings, promptly initiated and conducted in good faith with due diligence, the amount or validity or application in whole or in part of any of the Taxes or Other Charges, provided that: (i) no Event of Default exists; (ii) such proceeding suspends proceedings suspend the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid the disputed amounts in full under protest, Borrower shall deposit: deposit with Lender cash (or other security as may be approved, in writing, by Lender) in an amount which Lender deems (together with all funds then existing in the Tax Escrow Account) sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with LenderLender (after crediting all amounts then existing in the Tax Escrow Account which are not otherwise reserved for other known Taxes or Other Charges due or to become due); (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower Borrower, subject to the provisions of the following sentence, promptly pays the amount of any such Ply Gem Industries Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may shall pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's ’s reasonable judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid in full and payment of such amounts shall be secured by the Security Instrument and other collateral given to secure the Loan.

Right to Contest. After prior written notice If requested by Lessor, within thirty (30) days after each tax and assessment payment is required by this Section 6.01 to Lenderbe paid, BorrowerLessee shall provide Lessor with evidence reasonably satisfactory to Lessor that taxes and assessments have been timely paid by Lessee. In the event Lessor receives a tax xxxx, Lessor shall use commercially reasonable efforts to forward said xxxx to Lessee within fifteen (15) days of Lessor’s receipt thereof. Lessee may, at its own expense, may contestcontest or cause to be contested (in the case of any item involving more than $10,000, or permit Ply Gem after prior written notice to contestLessor, which shall be given within fifteen (15) days of Lessee’s determination to contest any matter as permitted herein), by appropriate legal proceeding, promptly initiated and proceedings conducted in good faith and with due diligence, any above-described item or lien with respect thereto, including, without limitation, the amount or validity or application application, in whole or in part part, of any of the Taxes or Other Chargessuch item, provided that: that (i) neither the Properties nor any interest therein would be in any danger of being sold, forfeited or lost by reason of such proceedings; (ii) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protestoccurred which is continuing; (iii) if and to the extent required by the applicable taxing authority and/or Lessor, Lessee posts a bond or takes other steps acceptable to such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower taxing authority and/or Lessor that removes such lien or the Property is subject and does not constitute a default thereunderstays enforcement thereof; (iv) if Borrower has not paid the disputed amounts Lessee shall promptly provide Lessor with copies of all notices received or delivered by Lessee and filings made by Lessee in full under protest, Borrower shall deposit: connection with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest proceeding; and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes upon termination of such proceedings, it shall be the obligation of Lessee to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays pay the amount of any such Ply Gem Industries Taxes tax and assessment or Other Chargespart thereof as finally determined in such proceedings, the payment of which may have been deferred during the prosecution of such proceedings, together with all any costs, interest fees (including attorneys’ fees and disbursements), interest, penalties which may be payable or other liabilities in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower Lessor shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid request of Lessee, execute or join in full and payment the execution of any instruments or documents necessary in connection with such amounts contest or proceedings, but Lessor shall be secured by the Security Instrument and other collateral given to secure the Loanincur no cost or obligation thereby.

Right to Contest. After prior written notice to Lender, Borrower, at its own expense, may contest, or permit Ply Gem to contest, contest by appropriate legal proceeding, promptly initiated and conducted in good faith with due diligence, the amount or validity or application in whole or in part of any of the Taxes or Other Charges, provided that: (i) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid the disputed amounts in full under protest, Borrower shall deposit: deposit with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays the amount of any such Ply Gem Industries Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid in full and payment of such amounts shall be secured by the Security Instrument and other collateral given to secure the Loan.

Right to Contest. After prior written notice to Lender, Borrower, at its own expense, may contest, or permit Ply Gem to contest, contest by appropriate legal proceeding, promptly initiated and conducted in good faith with due diligence, the amount or validity or application in whole or in part of any of the Taxes or Other Charges, provided that: (i) no Event of Default exists; (ii) such proceeding suspends the collection of such Taxes or Other Charges and the Property will not be in danger of being sold for such unpaid Taxes or Other Charges, or Borrower has paid all of such Taxes or Other Charges under protest; (iii) such proceeding is permitted under and is conducted in accordance with the provisions of any other instrument to which Borrower or the Property is subject and does not constitute a default thereunder; (iv) if Borrower has not paid the disputed amounts in full under protest, Borrower shall deposit: deposit with Lender cash (or other security as may be approved, in writing, by Lender) in an amount Lender deems sufficient to insure the payment of any such Taxes or Other Charges together with interest and penalties thereon, if any, provided that after a Securitization, one hundred twenty-five percent (125%) of the contested amount (plus anticipated penalty and interest) shall be deposited with Lender; (v) Borrower furnishes to Lender all other items reasonably requested by Lender; and (vi) upon a final determination thereof, Borrower promptly pays the amount of any such Ply Gem Industries Taxes or Other Charges, together with all costs, interest and penalties which may be payable in connection therewith. Lender may pay over any security held by Lender pursuant to this Section to the claimant entitled thereto at any time when, in Lender's ’s judgment, the entitlement of such claimant is established, and, to the extent the security posted by Borrower with Lender is insufficient to pay the full amount due (including, without limitation, any penalties or interest thereon), Borrower shall be liable for the deficiency. If Lender pays the deficiency (which Lender shall not be obligated to do), the amount paid by Lender shall be added to principal, shall bear interest at the Default Rate until paid in full and payment of such amounts shall be secured by the Security Instrument and other collateral given to secure the Loan.