Agenda - 11-16-1993 - VIII-A (2)

Browse Search

4q where its ownership of the Project and any Improvements or the conduct of its business requires such qualification and where the failure to so qualify would have a material adverse impact on its operation; provided, however, that nothing herein contained shall be construed to obligate it to retain or preserve any of its rights or licenses no longer used or, in the reasonable judgment of the Corporation, determined to be no longer useful in the conduct of its business; (h) at all times cause the Project and any Improvements and each part thereof to be maintained,preserved and kept in good condition,repair and working order,reasonable wear and tear excepted, and all needful and proper repairs, renewals and replacements of any portion thereof;provided,however, that nothing herein contained shall be construed(i) to prevent it from ceasing to operate any portion of the Project and any Improvements if, in the reasonable judgment of the Corporation, it is determined to be advisable not to operate the same for the time being, or if it intends to sell or otherwise dispose of the same in accordance with the provisions of this Indenture and within a reasonable time endeavors to effect such a sale or other disposition or (ii) to obligate it to retain, preserve, repair, renew or replace any portion of the Project and any Improvements, leases, rights, privileges or licenses no longer used or, in the reasonable judgment of the Corporation, determined to be no longer useful in the conduct of its business; the Project and any Improvements will at all reasonable times be subject to the inspection of the Trustee or its representatives duly authorized in writing; (i) comply with all present and future laws,ordinances,administrative rules,regulations and court decisions, relating to the use or occupancy of the Project and any Improvements and to conduct its affairs and carry on its business and operations in such manner as to comply with any and all applicable laws of the State,the United States of America and the other states thereof and duly observe and conform to all valid orders, regulations or requirements of any governmental authority material to the conduct of its business and the operation of the Project and any Improvements; provided, nevertheless, that nothing herein contained shall require it to comply with, observe and conform to any such law, order, regulation or requirement so long as the validity thereof shall be contested in good faith by appropriate proceedings which shall operate during the pendency thereof to stay the enforcement thereof and the sale, forfeiture or loss of the Project and any Improvements to satisfy the same and it will not subject the Trustee to the risk of any liability and it will save the Trustee harmless against any losses as a result of such contest; (j), pay or otherwise satisfy and discharge all of its obligations and indebtedness and all demands and claims against it as and when the same become due and payable, other than any thereof whose validity, amount or collectibility is being contested by it in good faith by appropriate proceedings which shall operate during the pendency thereof to prevent the collection of or other realization upon the item so contested and the sale, forfeiture or loss of the Project and any Improvements to satisfy the same and it will not subject the Trustee to the risk of any liability and it will save the Trustee harmless against any losses as a result of such contest; (k) at all times comply with all terms, covenants and provisions contained in any mortgages or instruments evidencing any liens at any time existing upon the Project and any Improvements or any part thereof or interests therein securing any of its indebtedness and pay or cause to be paid, or to be renewed, refunded or extended by it, all bonds, notes or other evidences of indebtedness secured by any such mortgage or lien, as and when the same shall become due and payable; (I) procure and maintain all necessary licenses and permits; • 27