Common use of Corrective Actions Clause in Contracts

Corrective Actions. Within ten (10) days after request by ▇▇▇▇▇▇, Borrower shall provide, or cause to be provided, to Lender, at Borrower’s cost and expense, such further documentation or information reasonably deemed necessary or appropriate by Lender in the exercise of its rights under the related commitment letter between Borrower and Lender or to correct patent mistakes in the Loan Documents, the Title Policy, or the funding of the Mortgage Loan. Compliance with Investor Requirements. Without limiting the generality of subsections (1) and (2) above, Borrower shall, subject to Section 5.02(d) below, take all reasonable actions necessary to comply with the requirements of Lender to enable Lender to sell any MBS backed by the Mortgage Loan or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations. Sale of Mortgage Loan. Borrower shall, subject to Section 5.02(d) below: comply with the reasonable requirements of Lender or any Investor of the Mortgage Loan or provide, or cause to be provided, to Lender or any Investor of the Mortgage Loan within ten (10) days after the request, at Borrower’s cost and expense, such further documentation or information as Lender or Investor may reasonably require, in order to: enable Lender to sell the Mortgage Loan or participation interests therein to such Investor; enable Lender to obtain a refund of any commitment fee from any such Investor; enable any such Investor to further sell or securitize the Mortgage Loan; or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; ratify and affirm in writing the representations and warranties set forth in any Loan Document as of such date specified by Lender modified as necessary to reflect changes that have occurred subsequent to the Effective Date; confirm that ▇▇▇▇▇▇▇▇ is not in default in paying the Indebtedness or in performing or observing any of the covenants or agreements contained in this Loan Agreement or any of the other Loan Documents (or, if Borrower is in default, describing such default in reasonable detail); and execute and deliver to Lender and/or any Investor such other documentation, including any amendments, corrections, deletions, or additions to this Loan Agreement or other Loan Document(s) as is reasonably required by Lender or such Investor. Limitations on Further Acts of Borrower. Nothing in Section 5.02(b) and Section 5.02(c) shall require Borrower to do any further act that has the effect of: changing the economic terms of the Mortgage Loan set forth in the related commitment letter between ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇; imposing on Borrower or Guarantor greater personal liability under the Loan Documents than that set forth in the related commitment letter between Borrower and Lender; or materially changing the rights and obligations of Borrower or Guarantor under the commitment letter. Financing Statements; Record Searches. Borrower shall pay all costs and expenses associated with: any filing or recording of any financing statements, including all continuation statements, termination statements, and amendments or any other filings related to security interests in or liens on collateral; and any record searches for financing statements that Lender may require. Borrower hereby authorizes Lender to file any financing statements, continuation statements, termination statements, and amendments (including an “all assets” or “all personal property” collateral description or words of similar import) in form and substance as Lender may require in order to protect and preserve Lender’s lien priority and security interest in the Mortgaged Property (and to the extent Lender has filed any such financing statements, continuation statements, or amendments prior to the Effective Date, such filings by Lender are hereby authorized and ratified by Borrower).

Corrective Actions. Within ten (10i) days after request Each Party shall promptly notify the other Party's Steering Committee Members of the notifying Party's belief that a recall or other field corrective action (collectively referred to as "Corrective Action") is necessary with respect to Services. Such belief may be based on complaints received by ▇▇▇▇▇▇a Party or other information regarding any Services that comes to the attention of a Party, Borrower including, information regarding the System or its output. If either Party reasonably determines that a Corrective Action is appropriate, the Parties shall provideundertake such Corrective Action through the Steering Committee. The Party making such determination shall notify the other Party of its determination, and thereafter, the Steering Committee shall meet promptly (via teleconference or cause at a time and place mutually agreeable to the Parties) to develop a coordinated response with respect to such Corrective Action. Each Party shall review with the Steering Committee any statements to be providedmade to any Third Party (including, to Lender, at Borrower’s cost and expense, such further documentation governmental or information reasonably deemed necessary or appropriate by Lender in the exercise of its rights under the related commitment letter between Borrower and Lender or to correct patent mistakes in the Loan Documents, the Title Policyadministrative officials, or the funding general public) relating to a Corrective Action prior to the publication or release of such statements. If a Corrective Action or like procedures are necessary, each Party shall cooperate fully with the Steering Committee to ensure expeditious completion of such Corrective Action. (ii) If a Corrective Action relates to a System manufacturing or design defect, Transnetyx shall be responsible for and pay Correction Costs. If a Corrective Action relates to marketing or distribution of Services by Taconic, Taconic shall be responsible for and pay all Correction Costs. If Correction Costs are incurred by a Party that are the responsibility of the Mortgage Loan. Compliance with Investor Requirements. Without limiting other Party, the generality responsible Party shall reimburse the Party incurring such Correction Costs within 30 days after receipt of subsections an itemized invoice therefore. (1iii) and (2The obligations of the Parties set forth in this Section 5.3(b) above, Borrower shall, subject to Section 5.02(d) below, take all reasonable actions necessary are intended to comply with the laws, rules and regulations, of each country in which the Products are distributed. The requirements of Lender this Section 5.3(b) shall therefore be construed and interpreted to enable Lender to sell any MBS backed by the Mortgage Loan or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations. Sale of Mortgage Loan. Borrower shall, subject to Section 5.02(d) below: comply with all such laws, rules and regulations. To the reasonable requirements extent provisions of Lender this Section 5.3(b) do not adequately reflect any such law, rule or any Investor of the Mortgage Loan or provide, or cause to be provided, to Lender or any Investor of the Mortgage Loan within ten (10) days after the request, at Borrower’s cost and expenseregulation, such further documentation or information as Lender or Investor may reasonably require, in order to: enable Lender to sell the Mortgage Loan or participation interests therein to such Investor; enable Lender to obtain a refund of any commitment fee from any such Investor; enable any such Investor to further sell or securitize the Mortgage Loan; or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; ratify and affirm in writing the representations and warranties set forth in any Loan Document as of such date specified by Lender modified as necessary to reflect changes that have occurred subsequent to the Effective Date; confirm that ▇▇▇▇▇▇▇▇ is not in default in paying the Indebtedness or in performing or observing any of the covenants or agreements contained in this Loan Agreement or any of the other Loan Documents (or, if Borrower is in default, describing such default in reasonable detail); and execute and deliver to Lender and/or any Investor such other documentation, including any amendments, corrections, deletions, or additions to this Loan Agreement or other Loan Document(s) as is reasonably required by Lender or such Investor. Limitations on Further Acts of Borrower. Nothing in Section 5.02(b) and Section 5.02(c) provisions shall require Borrower to do any further act that has the effect of: changing the economic terms of the Mortgage Loan set forth in the related commitment letter between ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇; imposing on Borrower or Guarantor greater personal liability under the Loan Documents than that set forth in the related commitment letter between Borrower and Lender; or materially changing the rights and obligations of Borrower or Guarantor under the commitment letter. Financing Statements; Record Searches. Borrower shall pay all costs and expenses associated with: any filing or recording of any financing statements, including all continuation statements, termination statements, and amendments or any other filings related to security interests in or liens on collateral; and any record searches for financing statements that Lender may require. Borrower hereby authorizes Lender to file any financing statements, continuation statements, termination statements, and amendments (including an “all assets” or “all personal property” collateral description or words of similar import) in form and substance as Lender may require in order to protect and preserve Lender’s lien priority and security interest in the Mortgaged Property (and be revised to the extent Lender has filed any reasonably necessary to make such financing statementsprovisions legal and valid in accordance with such laws, continuation statements, or amendments prior to the Effective Date, such filings by Lender are hereby authorized rules and ratified by Borrower)regulations.

Corrective Actions. Within ten (10) days after request by ▇▇▇▇▇▇Lender, Borrower shall provide, or cause to be provided, to Lender, at Borrower’s cost and expense, such further documentation or information reasonably deemed necessary or appropriate by Lender in the exercise of its rights under the related commitment letter between Borrower and Lender or to correct patent mistakes in the Loan Documents, the Title Policy, or the funding of the Mortgage Loan. Compliance with Investor Requirements. Without limiting the generality of subsections (1) and (2) above, Borrower shall, subject to Section 5.02(d) below, take all reasonable actions necessary to comply with the requirements of Lender to enable Lender to sell any MBS backed by the Mortgage Loan or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; provided, however, that notwithstanding any other provision in this Loan Agreement, no action shall be required from Borrower in connection with this Section 5.02(b)(3) that would cause Borrower to fail to qualify as a grantor trust or under the provisions under Revenue Ruling 2004-86. Sale of Mortgage Loan. Borrower shall, subject to Section 5.02(d) below: comply with the reasonable requirements of Lender or any Investor of the Mortgage Loan or provide, or cause to be provided, to Lender or any Investor of the Mortgage Loan within ten (10) days after the request, at Borrower’s cost and expense, such further documentation or information as Lender or Investor may reasonably require, in order to: enable Lender to sell the Mortgage Loan or participation interests therein to such Investor; enable Lender to obtain a refund of any commitment fee from any such Investor; enable any such Investor to further sell or securitize the Mortgage Loan; or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; ratify and affirm in writing the representations and warranties set forth in any Loan Document as of such date specified by Lender modified as necessary to reflect changes that have occurred subsequent to the Effective Date; confirm that ▇▇▇▇▇▇▇▇ Borrower is not in default in paying the Indebtedness or in performing or observing any of the covenants or agreements contained in this Loan Agreement or any of the other Loan Documents (or, if Borrower is in default, describing such default in reasonable detail); and execute and deliver to Lender and/or any Investor such other documentation, including any amendments, corrections, deletions, or additions to this Loan Agreement or other Loan Document(s) as is reasonably required by Lender or such Investor. Limitations on Further Acts of Borrower. Nothing in Section 5.02(b) and Section 5.02(c) shall require Borrower to do any further act that has the effect of: changing the economic terms of the Mortgage Loan set forth in the related commitment letter between ▇▇▇▇▇▇▇▇ Borrower and ▇▇▇▇▇▇Lender; imposing on Borrower or Guarantor greater personal liability under the Loan Documents than that set forth in the related commitment letter between Borrower and Lender; or materially changing the rights and obligations of Borrower or Guarantor under the commitment letter. Financing Statements; Record Searches. Borrower shall pay all costs and expenses associated with: any filing or recording of any financing statements, including all continuation statements, termination statements, and amendments or any other filings related to security interests in or liens on collateral; and any record searches for financing statements that Lender may require. Borrower hereby authorizes Lender (and represents and warrants that the Master Lease authorizes Borrower) to file any financing statements, continuation statements, termination statements, and amendments (including an “all assets” or “all personal property” collateral description or words of similar import) in form and substance as Lender may require in order to protect and preserve Lender’s lien priority and security interest in the Mortgaged Property (and to the extent Lender has filed any such financing statements, continuation statements, or amendments prior to the Effective Date, such filings by Lender are hereby authorized and ratified by Borrower, and are permitted under the terms of the Master Lease).

Corrective Actions. Within ten (10) days after request by ▇▇▇▇▇▇, Borrower shall provide, or cause to be provided, to Lender, at Borrower’s cost and expense, such further documentation or information reasonably deemed necessary or appropriate by Lender in the exercise of its rights under the related commitment letter between Borrower and Lender or to correct patent mistakes in the Loan Documents, the Title Policy, or the funding of the Mortgage Loan. Compliance with Investor Requirements. Without limiting the generality of subsections (1) and (2) above, Borrower shall, subject to Section 5.02(d) below, take all reasonable actions necessary to comply with the requirements of Lender to enable Lender to sell any MBS backed by the Mortgage Loan or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations. Sale of Mortgage Loan. Borrower shall, subject to Section 5.02(d) below: comply with the reasonable requirements of Lender or any Investor of the Mortgage Loan or provide, or cause to be provided, to Lender or any Investor of the Mortgage Loan within ten (10) days after the request, at Borrower’s cost and expense, such further documentation or information as Lender or Investor may reasonably require, in order to: enable Lender to sell the Mortgage Loan or participation interests therein to such Investor; enable Lender to obtain a refund of any commitment fee from any such Investor; enable any such Investor to further sell or securitize the Mortgage Loan; or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; ratify and affirm in writing the representations and warranties set forth in any Loan Document as of such date specified by Lender modified as necessary to reflect changes that have occurred subsequent to the Effective Date; confirm that ▇▇▇▇▇▇▇▇ is not in default in paying the Indebtedness or in performing or observing any of the covenants or agreements contained in this Loan Agreement or any of the other Loan Documents (or, if Borrower is in default, describing such default in reasonable detail); and execute and deliver to Lender and/or any Investor such other documentation, including any amendments, corrections, deletions, or additions to this Loan Agreement or other Loan Document(s) as is reasonably required by Lender or such Investor. Limitations on Further Acts of Borrower. Nothing in Section 5.02(b) and Section 5.02(c) shall require Borrower to do any further act that has the effect of: changing the economic terms of the Mortgage Loan set forth in the related commitment letter between ▇▇▇▇▇▇▇▇ Borrower [INSERT AS APPLICABLE: , Affiliated Master Lessee,] and ▇▇▇▇▇▇Lender; imposing on Borrower [INSERT AS APPLICABLE: , Affiliated Master Lessee,] or Guarantor greater personal liability under the Loan Documents than that set forth in the related commitment letter between Borrower and Lender; or materially changing the rights and obligations of Borrower [INSERT AS APPLICABLE: , Affiliated Master Lessee,] or Guarantor under the commitment letter. Financing Statements; Record Searches. Borrower shall pay all costs and expenses associated with: any filing or recording of any financing statements, including all continuation statements, termination statements, and amendments or any other filings related to security interests in or liens on collateral; and any record searches for financing statements that Lender may require. Borrower and Affiliated Master Lessee hereby authorize ▇▇▇▇▇▇ (and represents and warrants that the Master Lease authorizes Lender Borrower) to file any financing statements, continuation statements, termination statements, and amendments (including an “all assets” or “all personal property” collateral description or words of similar import) in form and substance as Lender may require in order to protect and preserve Lender’s lien priority and security interest in the Mortgaged Property (and to the extent Lender has filed any such financing statements, continuation statements, or amendments prior to the Effective Date, such filings by Lender are hereby authorized and ratified by Borrower, and are permitted under the terms of the Master Lease).

Corrective Actions. Within ten (10a) days Buyer shall undertake a review of the following systems of the Paperboard Mill: (i) systems for bleaching and washing fibers; (ii) systems and equipment in contact with pulp stock and filtrates from pulp stock; (iii) recovery, power island and electrical distribution systems; and (iv) systems for handling and screening chips (items (i) through (iv) collectively, the "Specified Systems"). (b) Following its review of the Specified Systems, Buyer shall have until one year after request the Closing Date to notify Seller in writing (the "Correction Cost Notice") of any costs and expenses incurred by ▇▇▇▇▇▇Buyer, Borrower shall provideif any, to repair or rectify any defect, deficiency or inadequacy in the Specified Systems (including, without limitation, repairing damage, excessive corrosion, or cause design or functional deficiencies) to be providedthe extent necessary for operation of the Paperboard Mill at a volume of 2,000 tons of paperboard per day on an annual average, and to Lendermodify or upgrade the systems described in item (iv) above to adequately assure and verify that the chips exiting the chip handling and screening systems meet or exceed Buyer's chip quality standards as set forth on Schedule 1.1(a), at Borrower’s cost in each case as determined by Buyer in good faith (collectively, "Correction Costs"). The Correction Cost Notice shall include complete information regarding the Correction Costs and expense, such further documentation or information reasonably deemed necessary or appropriate by Lender a description of the corrective action. Buyer shall have up to two years after the date of the Correction Cost Notice (the "Correction Cost Deadline") to complete the work described in the exercise notice. Buyer shall provide Seller the opportunity to audit (which audit shall be completed not later than 60 days following the Correction Cost Deadline) the purpose of its rights under the related commitment letter between Borrower Correction Costs and Lender or verify the amount of the Correction Costs. If the Correction Costs were actually incurred by Buyer (i) in good faith, (ii) with respect to correct patent mistakes the Specified Systems, (iii) consistent with practices in the Loan Documentsindustry, and (iv) in accordance with the Correction Cost Notice, the Title Policy, or the funding Seller shall reimburse Buyer (within 10 days following completion of the Mortgage Loan. Compliance audit) up to an amount of FIFTEEN MILLION DOLLARS ($15,000,000) for the total amount of Correction Costs actually incurred by Buyer prior to the Correction Cost Deadline. (c) Except with Investor Requirements. Without limiting respect to Liabilities resulting from Environmental Conditions or arising under Environmental Laws in connection with facts, events, conditions, actions or omissions existing or occurring prior to Closing, with respect to the generality of subsections (1) and (2) aboveSpecified Systems, Borrower shall, subject to Section 5.02(d) below, take all reasonable actions necessary to comply with the requirements of Lender to enable Lender to sell any MBS backed by the Mortgage Loan or create or maintain the expected federal income tax treatment rights accorded under this provision shall be in lieu of any MBS trust that directly or indirectly holds the Mortgage Loan rights to payment (and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning not in lieu of the Treasury Regulations. Sale of Mortgage Loan. Borrower shall, subject to Section 5.02(d) below: comply with the reasonable requirements of Lender or any Investor of the Mortgage Loan or provide, or cause to be provided, to Lender or any Investor of the Mortgage Loan within ten (10) days after the request, at Borrower’s cost and expense, such further documentation or information as Lender or Investor may reasonably require, in order to: enable Lender to sell the Mortgage Loan or participation interests therein to such Investor; enable Lender to obtain a refund of any commitment fee from any such Investor; enable any such Investor to further sell or securitize the Mortgage Loan; or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; ratify and affirm in writing the representations and warranties rights set forth in Article X) that Buyer may have under any Loan Document as other provisions of such date specified this Agreement or at law or in equity for any Losses or expenses with respect to operations resulting from the performance or condition of the Specified Systems, regardless of the actual costs and expenses paid by Lender modified as necessary to reflect changes that have occurred subsequent Buyer with respect to the Effective Date; confirm that ▇▇▇▇▇▇▇▇ is not in default in paying Specified Systems. (d) Following the Indebtedness or in performing or observing any Closing, the representation of Seller and the covenants or agreements contained in this Loan Agreement or any of the other Loan Documents (or, if Borrower is in default, describing such default in reasonable detail); and execute and deliver to Lender and/or any Investor such other documentation, including any amendments, corrections, deletions, or additions to this Loan Agreement or other Loan Document(s) as is reasonably required by Lender or such Investor. Limitations on Further Acts of Borrower. Nothing in Section 5.02(b) and Section 5.02(c) shall require Borrower to do any further act that has the effect of: changing the economic terms of the Mortgage Loan Subs set forth in Section 5.14 shall be of no significance, force or effect with respect to the related commitment letter between ▇▇▇▇▇▇▇▇ Specified Systems. Buyer further acknowledges that it has been made aware by Seller of facts and ▇▇▇▇▇▇; imposing circumstances on Borrower or Guarantor greater personal liability under the Loan Documents than Specified Systems contrary to the representation in Section 5.14, and that with respect to the Specified Systems the representation set forth in Section 5.14 is included for the related commitment letter between Borrower and Lender; or materially changing the rights and obligations of Borrower or Guarantor under the commitment letter. Financing Statements; Record Searches. Borrower shall pay all costs and expenses associated with: any filing or recording of any financing statements, including all continuation statements, termination statements, and amendments or any other filings related to security interests in or liens on collateral; and any record searches for financing statements that Lender may require. Borrower hereby authorizes Lender to file any financing statements, continuation statements, termination statements, and amendments (including an “all assets” or “all personal property” collateral description or words of similar import) in form and substance as Lender may require in order to protect and preserve Lender’s lien priority and security interest in the Mortgaged Property (and to the extent Lender has filed any such financing statements, continuation statements, or amendments period prior to the Effective Date, such filings by Lender are hereby authorized and ratified by Borrower)Closing solely for the purpose of determining the existence of a Business Material Adverse Effect.

Corrective Actions. Within ten (10) days after request by ▇▇▇▇▇▇, Borrower shall provide, or cause to be provided, to Lender, at Borrower’s cost and expense, such further documentation or information reasonably deemed necessary or appropriate by Lender in the exercise of its rights under the related commitment letter between Borrower and Lender or to correct patent mistakes in the Loan Documents, the Title Policy, or the funding of the Mortgage Loan. Compliance with Investor Requirements. Without limiting the generality of subsections (1) and (2) above, Borrower shall, subject to Section 5.02(d) below, take all reasonable actions necessary to comply with the requirements of Lender to enable Lender to sell any MBS backed by the Mortgage Loan or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations. Sale of Mortgage Loan. Borrower shall, subject to Section 5.02(d) below: comply with the reasonable requirements of Lender or any Investor of the Mortgage Loan or provide, or cause to be provided, to Lender or any Investor of the Mortgage Loan within ten (10) days after the request, at Borrower’s cost and expense, such further documentation or information as Lender or Investor may reasonably require, in order to: enable Lender to sell the Mortgage Loan or participation interests therein to such Investor; enable Lender to obtain a refund of any commitment fee from any such Investor; enable any such Investor to further sell or securitize the Mortgage Loan; or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; ratify and affirm in writing the representations and warranties set forth in any Loan Document as of such date specified by Lender modified as necessary to reflect changes that have occurred subsequent to the Effective Date; confirm that ▇▇▇▇▇▇▇▇ is not in default in paying the Indebtedness or in performing or observing any of the covenants or agreements contained in this Loan Agreement or any of the other Loan Documents (or, if Borrower is in default, describing such default in reasonable detail); and execute and deliver to Lender and/or any Investor such other documentation, including any amendments, corrections, deletions, or additions to this Loan Agreement or other Loan Document(s) as is reasonably required by Lender or such Investor. Limitations on Further Acts of Borrower. Nothing in Section 5.02(b) and Section 5.02(c) shall require Borrower to do any further act that has the effect of: changing the economic terms of the Mortgage Loan set forth in the related commitment letter between ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇; imposing on Borrower or Guarantor greater personal liability under the Loan Documents than that set forth in the related commitment letter between Borrower and Lender; or materially changing the rights and obligations of Borrower or Guarantor under the commitment letter. Financing Statements; Record Searches. Borrower shall pay all costs and expenses associated with: any filing or recording of any financing statements, including all continuation statements, termination statements, and amendments or any other filings related to security interests in or liens on collateral; and any record searches for financing statements that Lender may require. Borrower and Affiliated Property Operator hereby authorize ▇▇▇▇▇▇ (and represents and warrants that the Facility Operating Agreement authorizes Lender Borrower) to file any financing statements, continuation statements, termination statements, and amendments (including an “all assets” or “all personal property” collateral description or words of similar import) in form and substance as Lender may require in order to protect and preserve Lender’s lien priority and security interest in the Mortgaged Property (and to the extent Lender has filed any such financing statements, continuation statements, or amendments prior to the Effective Date, such filings by Lender are hereby authorized and ratified by Borrower, and are permitted under the terms of the Facility Operating Agreement).

Corrective Actions. Within ten (10) days after request by ▇▇▇▇▇▇Lender, Borrower shall provide, or cause to be provided, to Lender, at Borrower’s cost and expense, such further documentation or information reasonably deemed necessary or appropriate by Lender in the exercise of its rights under the related commitment letter between Borrower and Lender or to correct patent mistakes in the Loan Documents, the Title Policy, or the funding of the Mortgage Loan. Compliance with Investor Requirements. Without limiting the generality of subsections (1) and (2) above, Borrower shall, subject to Section 5.02(d) below, take all reasonable actions necessary to comply with the requirements of Lender to enable Lender to sell any MBS backed by the Mortgage Loan or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations. Sale of Mortgage Loan. Borrower shall, subject to Section 5.02(d5.2(zz) below: comply with the reasonable requirements of Lender or any Investor of the Mortgage Loan or provide, or cause to be provided, to Lender or any Investor of the Mortgage Loan within ten (10) days after the request, at Borrower’s cost and expense, such further documentation or information as Lender or Investor may reasonably require, in order toto enable: enable Lender to sell the Mortgage Loan or participation interests therein to such Investor; enable Lender to obtain a refund of any commitment fee from any such Investor; enable or any such Investor to further sell or securitize the Mortgage Loan; or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; ratify and affirm in writing the representations and warranties set forth in any Loan Document as of such date specified by Lender modified as necessary to reflect changes that have occurred subsequent to the Effective Date; confirm that ▇▇▇▇▇▇▇▇ Borrower is not in default in paying the Indebtedness or in performing or observing any of the covenants or agreements contained in this Loan Agreement or any of the other Loan Documents (or, if Borrower is in default, describing such default in reasonable detail); and execute and deliver to Lender and/or any Investor such other documentation, including any amendments, corrections, deletions, or additions to this Loan Agreement or other Loan Document(s) as is reasonably required by Lender or such Investor. Limitations on Further Acts of Borrower. Nothing in Section 5.02(b5.2(xx) and Section 5.02(c5.2(yy) shall require Borrower to do any further act that has the effect of: changing the economic terms of the Mortgage Loan set forth in the related commitment letter between ▇▇▇▇▇▇▇▇ Borrower and ▇▇▇▇▇▇Lender; imposing on Borrower or Guarantor greater personal liability under the Loan Documents than that set forth in the related commitment letter between Borrower and Lender; or materially changing the rights and obligations of Borrower or Guarantor under the commitment letter. Financing Statements; Record Searches. Borrower shall pay all costs and expenses associated with: any filing or recording of any financing statements, including all continuation statements, termination statements, and amendments or any other filings related to security interests in or liens on collateral; and any record searches for financing statements that Lender may require. Borrower hereby authorizes Lender to file any financing statements, continuation statements, termination statements, and amendments (including an “all assets” or “all personal property” collateral description or words of similar import) in form and substance as Lender may require in order to protect and preserve Lender’s lien priority and security interest in the Mortgaged Property (and to the extent Lender has filed any such financing statements, continuation statements, or amendments prior to the Effective Date, such filings by Lender are hereby authorized and ratified by Borrower).

Corrective Actions. Within ten (10) days after request by ▇▇▇▇▇▇Lender, Borrower each Obligor shall provide, or cause to be provided, to Lender, at Borrowersuch Obligor’s cost and expense, such further documentation or information reasonably deemed necessary or appropriate by Lender in the exercise of its rights under the related commitment letter between Borrower among Borrower, IDOT Guarantor, and Lender or to correct patent mistakes in the Loan Documents, the Title Policy, or the funding of the Mortgage Loan. Compliance with Investor RequirementsSale of Mortgage Loan. Without limiting the generality of subsections (1) and (2) above, Borrower Each Obligor shall, subject to Section 5.02(d) below, take all reasonable actions necessary to comply with the requirements of Lender to enable Lender to sell any MBS backed by the Mortgage Loan or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations. Sale of Mortgage Loan. Borrower shall, subject to Section 5.02(d5.2(zz) below: comply with the reasonable requirements of Lender or any Investor of the Mortgage Loan or provide, or cause to be provided, to Lender or any Investor of the Mortgage Loan within ten (10) days after of the request, at Borrowersuch Obligor’s cost and expense, such further documentation or information as Lender or Investor may reasonably require, in order toto enable: enable Lender to sell the Mortgage Loan or participation interests therein to such Investor; enable Lender to obtain a refund of any commitment fee from any such Investor; enable or any such Investor to further sell or securitize the Mortgage Loan; or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; ratify and affirm in writing the representations and warranties set forth in any Loan Document as of such date specified by Lender modified as necessary to reflect changes that have occurred subsequent to the Effective Date; confirm that ▇▇▇▇▇▇▇▇ Borrower is not in default in paying the Indebtedness or Indebtedness, and that no Obligor is in default in performing or observing any of the covenants or agreements contained in this Loan Agreement or any of the other Loan Documents (or, if Borrower any Obligor is in default, describing such default in reasonable detail); and execute and deliver to Lender and/or any Investor such other documentation, including any amendments, corrections, deletions, or additions to this Loan Agreement or other Loan Document(s) as is reasonably required by Lender or such Investor. Limitations on Further Acts of BorrowerObligors. Nothing in Section 5.02(b5.2(xx) and Section 5.02(c5.2(yy) shall require Borrower any Obligor to do any further act that has the effect of: changing the economic terms of the Mortgage Loan set forth in the related commitment letter between ▇▇▇▇▇▇▇▇ among Borrower, IDOT Guarantor, and ▇▇▇▇▇▇Lender; imposing on Borrower any Obligor or Guarantor greater personal liability under the Loan Documents than that set forth in the related commitment letter between Borrower among Borrower, IDOT Guarantor, and Lender; or materially changing the rights and obligations of Borrower Borrower, IDOT Guarantor, or Guarantor under the commitment letter. Financing Statements; Record Searches. Borrower shall pay all costs and expenses associated with: any filing or recording of any financing statements, including all continuation statements, termination statements, and amendments or any other filings related to security interests in or liens on collateral; and any record searches for financing statements that Lender may require. Borrower hereby authorizes Lender to file any financing statements, continuation statements, termination statements, and amendments (including an “all assets” or “all personal property” collateral description or words of similar import) in form and substance as Lender may require in order to protect and preserve Lender’s lien priority and security interest in the Mortgaged Property (and to the extent Lender has filed any such financing statements, continuation statements, or amendments prior to the Effective Date, such filings by Lender are hereby authorized and ratified by Borrower).

Corrective Actions. Within ten (10) days after request by ▇▇▇▇▇▇Lender, Borrower shall provide, or cause to be provided, to Lender, at Borrower’s cost and expense, such further documentation or information reasonably deemed necessary or appropriate by Lender in the exercise of its rights under the related commitment letter between Borrower and Lender or to correct patent mistakes in the Loan Documents, the Title Policy, or the funding of the Mortgage Loan. Compliance with Investor Requirements. Without limiting the generality of subsections (1) and (2) above, Borrower shall, subject to Section 5.02(d) below, take all reasonable actions necessary to comply with the requirements of Lender to enable Lender to sell any MBS backed by the Mortgage Loan or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations. Sale of Mortgage Loan. Borrower shall, subject to Section 5.02(d5.2(xx) below: comply with the reasonable requirements of Lender or any Investor of the Mortgage Loan or provide, or cause to be provided, to Lender or any Investor of the Mortgage Loan within ten (10) days after the request, at Borrower’s cost and expense, such further documentation or information as Lender or Investor may reasonably require, in order toto enable: enable Lender to sell the Mortgage Loan or participation interests therein to such Investor; enable Lender to obtain a refund of any commitment fee from any such Investor; enable or any such Investor to further sell or securitize the Mortgage Loan; or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; ratify and affirm in writing the representations and warranties set forth in any Loan Document as of such date specified by Lender modified as necessary to reflect changes that have occurred subsequent to the Effective Date; confirm that ▇▇▇▇▇▇▇▇ Borrower is not in default in paying the Indebtedness or in performing or observing any of the covenants or agreements contained in this Loan Agreement or any of the other Loan Documents (or, if Borrower is in default, describing such default in reasonable detail); and execute and deliver to Lender and/or any Investor such other documentation, including any amendments, corrections, deletions, or additions to this Loan Agreement or other Loan Document(s) as is reasonably required by Lender or such Investor. Limitations on Further Acts of Borrower. Nothing in Section 5.02(b5.2(vv) and Section 5.02(c5.2(ww) shall require Borrower to do any further act that has the effect of: changing the economic terms of the Mortgage Loan set forth in the related commitment letter between ▇▇▇▇▇▇▇▇ Borrower and ▇▇▇▇▇▇Lender; imposing on Borrower or Guarantor greater personal liability under the Loan Documents than that set forth in the related commitment letter between Borrower and Lender; or materially changing the rights and obligations of Borrower or Guarantor under the commitment letter. Financing Statements; Record Searches. Borrower shall pay all costs and expenses associated with: any filing or recording of any financing statements, including all continuation statements, termination statements, and amendments or any other filings related to security interests in or liens on collateral; and any record searches for financing statements that Lender may require. Borrower hereby authorizes Lender to file any financing statements, continuation statements, termination statements, and amendments (including an “all assets” or “all personal property” collateral description or words of similar import) in form and substance as Lender may require in order to protect and preserve Lender’s lien priority and security interest in the Mortgaged Property (and to the extent Lender has filed any such financing statements, continuation statements, or amendments prior to the Effective Date, such filings by Lender are hereby authorized and ratified by Borrower).

Corrective Actions. Within ten (10) days after request by ▇▇▇▇▇▇Lender, Borrower shall provide, or cause to be provided, to Lender, at Borrower’s cost and expense, such further documentation or information reasonably deemed necessary or appropriate by Lender in the exercise of its rights under the related commitment letter between Borrower and Lender or to correct patent mistakes in the Loan Documents, the Title Policy, or the funding of the Mortgage Loan. Compliance with Investor Requirements. Without limiting the generality of subsections (16) and (27) above, Borrower shall, subject to Section 5.02(d5.2(xx) below, take all reasonable actions necessary to comply with the requirements of Lender to enable Lender to sell any MBS backed by the Mortgage Loan or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations. Sale of Mortgage Loan. Borrower shall, subject to Section 5.02(d5.2(xx) below: comply with the reasonable requirements of Lender or any Investor of the Mortgage Loan or provide, or cause to be provided, to Lender or any Investor of the Mortgage Loan within ten (10) days after the request, at Borrower’s cost and expense, such further documentation or information as Lender or Investor may reasonably require, in order to: enable Lender to sell the Mortgage Loan or participation interests therein to such Investor; enable Lender to obtain a refund of any commitment fee from any such Investor; enable any such Investor to further sell or securitize the Mortgage Loan; or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; ratify and affirm in writing the representations and warranties set forth in any Loan Document as of such date specified by Lender modified as necessary to reflect changes that have occurred subsequent to the Effective Date; confirm that ▇▇▇▇▇▇▇▇ Borrower is not in default in paying the Indebtedness or in performing or observing any of the covenants or agreements contained in this Loan Agreement or any of the other Loan Documents (or, if Borrower is in default, describing such default in reasonable detail); and execute and deliver to Lender and/or any Investor such other documentation, including any amendments, corrections, deletions, or additions to this Loan Agreement or other Loan Document(s) as is reasonably required by Lender or such Investor. Limitations on Further Acts of Borrower. Nothing in Section 5.02(b5.2(vv) and Section 5.02(c5.2(ww) shall require Borrower to do any further act that has the effect of: changing the economic terms of the Mortgage Loan set forth in the related commitment letter between ▇▇▇▇▇▇▇▇ Borrower and ▇▇▇▇▇▇Lender; imposing on Borrower or Guarantor greater personal liability under the Loan Documents than that set forth in the related commitment letter between Borrower and Lender; or materially changing the rights and obligations of Borrower or Guarantor under the commitment letter. Financing Statements; Record Searches. Borrower shall pay all costs and expenses associated with: any filing or recording of any financing statements, including all continuation statements, termination statements, and amendments or any other filings related to security interests in or liens on collateral; and any record searches for financing statements that Lender may require. Borrower hereby authorizes Lender to file any financing statements, continuation statements, termination statements, and amendments (including an “all assets” or “all personal property” collateral description or words of similar import) in form and substance as Lender may require in order to protect and preserve Lender’s lien priority and security interest in the Mortgaged Property (and to the extent Lender has filed any such financing statements, continuation statements, or amendments prior to the Effective Date, such filings by Lender are hereby authorized and ratified by Borrower).

Corrective Actions. Within ten (10) days after request by ▇▇▇▇▇▇, Borrower shall provide, or cause to be provided, to Lender, at Borrower’s cost and expense, such further documentation or information reasonably deemed necessary or appropriate by Lender in the exercise of its rights under the related commitment letter between Borrower and Lender or to correct patent mistakes in the Loan Documents, the Title Policy, or the funding of the Mortgage Loan. Compliance with Investor Requirements. Without limiting the generality of subsections (1) and (2) above, Borrower shall, subject to Section 5.02(d) below, take all reasonable actions necessary to comply with the requirements of Lender to enable Lender to sell any MBS backed by the Mortgage Loan or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; provided, however, that notwithstanding any other provision in this Loan Agreement, no action shall be required from Borrower in connection with this Section 5.02(b)(3) that would cause Borrower to fail to qualify as a grantor trust or under the provisions under Revenue Ruling 2004-86. Sale of Mortgage Loan. Borrower shall, subject to Section 5.02(d) below: comply with the reasonable requirements of Lender or any Investor of the Mortgage Loan or provide, or cause to be provided, to Lender or any Investor of the Mortgage Loan within ten (10) days after the request, at Borrower’s cost and expense, such further documentation or information as Lender or Investor may reasonably require, in order to: enable Lender to sell the Mortgage Loan or participation interests therein to such Investor; enable Lender to obtain a refund of any commitment fee from any such Investor; enable any such Investor to further sell or securitize the Mortgage Loan; or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; ratify and affirm in writing the representations and warranties set forth in any Loan Document as of such date specified by Lender modified as necessary to reflect changes that have occurred subsequent to the Effective Date; confirm that ▇▇▇▇▇▇▇▇ is not in default in paying the Indebtedness or in performing or observing any of the covenants or agreements contained in this Loan Agreement or any of the other Loan Documents (or, if Borrower is in default, describing such default in reasonable detail); and execute and deliver to Lender and/or any Investor such other documentation, including any amendments, corrections, deletions, or additions to this Loan Agreement or other Loan Document(s) as is reasonably required by Lender or such Investor. Limitations on Further Acts of Borrower. Nothing in Section 5.02(b) and Section 5.02(c) shall require Borrower to do any further act that has the effect of: changing the economic terms of the Mortgage Loan set forth in the related commitment letter between ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇; imposing on Borrower or Guarantor greater personal liability under the Loan Documents than that set forth in the related commitment letter between Borrower and Lender; or materially changing the rights and obligations of Borrower or Guarantor under the commitment letter. Financing Statements; Record Searches. Borrower shall pay all costs and expenses associated with: any filing or recording of any financing statements, including all continuation statements, termination statements, and amendments or any other filings related to security interests in or liens on collateral; and any record searches for financing statements that Lender may require. Borrower and Master Lessee hereby authorize ▇▇▇▇▇▇ (and represents and warrants that the Master Lease authorizes Lender Borrower) to file any financing statements, continuation statements, termination statements, and amendments (including an “all assets” or “all personal property” collateral description or words of similar import) in form and substance as Lender may require in order to protect and preserve Lender’s lien priority and security interest in the Mortgaged Property (and to the extent Lender has filed any such financing statements, continuation statements, or amendments prior to the Effective Date, such filings by Lender are hereby authorized and ratified by Borrower, and are permitted under the terms of the Master Lease).

Corrective Actions. Within ten (10) days after request by ▇▇▇▇▇▇Lender, Borrower shall provide, or cause to be provided, to Lender, at Borrower’s cost and expense, such further documentation or information reasonably deemed necessary or appropriate by Lender in the exercise of its rights under the related commitment letter between Borrower and Lender or to correct patent mistakes in the Loan Documents, the Title Policy, or the funding of the Mortgage Loan. Compliance with Investor Requirements. Without limiting the generality of subsections (1) and (2) above, Borrower shall, subject to Section 5.02(d) below, take all reasonable actions necessary to comply with the requirements of Lender to enable Lender to sell any MBS backed by the Mortgage Loan or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations. Sale of Mortgage Loan. Borrower shall, subject to Section 5.02(d5.2(bbb) below: comply with the reasonable requirements of Lender or any Investor of the Mortgage Loan or provide, or cause to be provided, to Lender or any Investor of the Mortgage Loan within ten (10) days after the request, at Borrower’s cost and expense, such further documentation or information as Lender or Investor may reasonably require, in order toto enable: enable Lender to sell the Mortgage Loan or participation interests therein to such Investor; enable Lender to obtain a refund of any commitment fee from any such Investor; enable or any such Investor to further sell or securitize the Mortgage Loan; or create or maintain the expected federal income tax treatment of any MBS trust that directly or indirectly holds the Mortgage Loan and issues MBS as a Fixed Investment Trust or REMIC, as the case may be, within the meaning of the Treasury Regulations; ratify and affirm in writing the representations and warranties set forth in any Loan Document as of such date specified by Lender modified as necessary to reflect changes that have occurred subsequent to the Effective Date; confirm that ▇▇▇▇▇▇▇▇ Borrower is not in default in paying the Indebtedness or in performing or observing any of the covenants or agreements contained in this Loan Agreement or any of the other Loan Documents (or, if Borrower is in default, describing such default in reasonable detail); and execute and deliver to Lender and/or any Investor such other documentation, including any amendments, corrections, deletions, or additions to this Loan Agreement or other Loan Document(s) as is reasonably required by Lender or such Investor. Limitations on Further Acts of Borrower. Nothing in Section 5.02(b5.2(zz) and Section 5.02(c5.2(aaa) shall require Borrower to do any further act that has the effect of: changing the economic terms of the Mortgage Loan set forth in the related commitment letter between ▇▇▇▇▇▇▇▇ Borrower and ▇▇▇▇▇▇Lender; imposing on Borrower or Guarantor greater personal liability under the Loan Documents than that set forth in the related commitment letter between Borrower and Lender; or materially changing the rights and obligations of Borrower or Guarantor under the commitment letter. Financing Statements; Record Searches. Borrower shall pay all costs and expenses associated with: any filing or recording of any financing statements, including all continuation statements, termination statements, and amendments or any other filings related to security interests in or liens on collateral; and any record searches for financing statements that Lender may require. Borrower hereby authorizes Lender to file any financing statements, continuation statements, termination statements, and amendments (including an “all assets” or “all personal property” collateral description or words of similar import) in form and substance as Lender may require in order to protect and preserve Lender’s lien priority and security interest in the Mortgaged Property (and to the extent Lender has filed any such financing statements, continuation statements, or amendments prior to the Effective Date, such filings by Lender are hereby authorized and ratified by Borrower).