|
<br />including, without limitation, environmental laws applicable to it, the Project, and any of its property,
<br />business operations, and transactions.
<br />
<br />5.3 Costs. Expenses and Attorneys' Fees. Pay to City immediately upon demand the full amount
<br />of all costs and expenses, including reasonable attorneys' fees incurred by City in connection with all
<br />costs and reasonable attorneys' fees incurred by City for which JQH is obligated to reimburse City in
<br />accordance with the terms of the Loan Documents.
<br />
<br />5.4 Taxes and Other Obligations. Pay all of its taxes, assessments and other obligations, with
<br />respect to the Property including, but not limited to taxes, costs or other expenses arising out of this
<br />transaction, as the same become due and payable, except to the extent the same are being contested in
<br />good faith by appropriate proceedings in a diligent manner.
<br />
<br />5.5 Maintenance. Maintain all improvements hereafter constructed on the Property in good
<br />condition and repair and make all necessary replacements thereof, and preserve and maintain all licenses,
<br />trademarks, privileges, permits, franchises, certificates and the like necessary for the operation of the
<br />Project.
<br />
<br />5.6 Environmental Matters. Immediately advise City in writing of (i) any and all enforcement,
<br />cleanup, remedial, removal, or other governmental or regulatory actions instituted, completed or
<br />threatened pursuant to any applicable federal, state, or local laws, ordinances or regulations relating to any
<br />Hazardous Materials affecting the Property relating to damages, contribution, cost recovery,
<br />compensation, loss, or injury resulting from any Hazardous Materials. JQH shall immediately notify City
<br />of any remedial action taken by or on behalf of JQH with respect to the Property. JQH will not use or
<br />permit any other party to use any Hazardous Materials at the Property except such materials as are
<br />incidental to JQH's normal course of business, maintenance and repairs and which are handled in
<br />compliance with all applicable environmental laws. JQH agrees to permit City, its agents, contractors and
<br />employees to enter and inspect the Property at any reasonable times upon three (3) days prior notice for
<br />the purposes of conducting an environmental investigation and audit (including taking physical samples)
<br />to insure that JQH is complying with this covenant and JQH shall reimburse City on demand for the costs
<br />of any such environmental investigation and audit. JQH shall provide City, its agents, contractors,
<br />employees and representatives with access to and copies of any and all data and documents relating to or
<br />dealing with any Hazardous Materials used, generated, manufactured, stored or disposed of at the
<br />Property within five (5) days of the request therefore.
<br />
<br />5.7 Ownership of Assets. Except as detailed in Article VI, Section 6.1, maintain title to the
<br />Property free and clear of all liens and other encumbrances, except those granted to City pursuant to the
<br />Deed of Trust and/or the other Loan Documents.
<br />
<br />ARTICLE VI
<br />
<br />NEGATIVE COVENANTS
<br />
<br />Until full payment and performance of all obligations of JQH under the Loan Documents, JQH will not,
<br />without the prior written consent of City (and without limiting any requirement of any other Loan
<br />Documents):
<br />
<br />6.1 Liens. Grant, suffer or permit any contractual or noncontractual lien on or security interest in
<br />the Property except in favor of City or except with the prior written consent of City (which may be
<br />withheld in its reasonable discretion), or fail to promptly pay when due all lawful claims, whether for
<br />labor, materials or otherwise. City hereby agrees that if a Master Development Agreement is entered into
<br />
<br />CITY OF SAN MARcos-JQH LOAN AGREEMENT
<br />779097.9
<br />
<br />7
<br />
|