Common use of Condominium Clause in Contracts

Condominium. Lender hereby acknowledges that, notwithstanding anything to the contrary in Section 5.5 of the Deed of Trust, the Sherbrooke Project is currently subject to a condominium regime pursuant to that certain Declaration of Sherbrooke – II Townhouse Condominium dated September 19, 1997 and recorded among the land records of Prince ▇▇▇▇▇▇▇ County, Virginia in Deed Book 2489 at Page 1067 (as the same may be modified or amended, the “Sherbrooke Declaration”) and the By-Laws related thereto attached to the Sherbrooke Declaration as Exhibit C (as the same may be modified or amended, the “Sherbrooke By-Laws”) and that certain Declaration of Covenants, Conditions and Restrictions by S. Brooke Corporation and Sherbrooke Swim and Racquet Association dated December 31, 1991 and recorded among the aforesaid Land Records in Deed Book 1877 at Page 1159 (as the same may be modified or amended, the “Recreational Facility Declaration”). ▇▇▇▇▇▇▇▇ Sherbrooke shall, on a phase by phase basis, become a Special Declarant under the “Sherbrooke Condominium Documents” (as hereinafter defined) in connection with its acquisition of the Sherbrooke Project on such phase by phase basis pursuant to that certain Transfer of Special Declarant Rights for Sherbrooke – II Townhouse Condominium by and between S. Brooke Corporation and ▇▇▇▇▇▇▇▇ Sherbrooke, L.C. dated on even date herewith, as the same may be amended (the “Transfer of Special Declarant Rights”) (▇▇▇▇▇▇▇▇ Sherbrooke shall be known as “Declarant” for purposes of Paragraphs 9, 10 and 11 herein). Borrower hereby agrees to provide to Lender a copy of the Transfer of Special Declarant Rights executed in connection with its acquisition of each phase of the Sherbrooke Project within five (5) days of the date hereof. It shall constitute a default under the Loan Documents if there is any amendment, modification or termination of the Sherbrooke Condominium Documents without Lender’s prior written consent; provided, however, Lender understands that the Declarant currently intends to apply to the Commonwealth of Virginia to amend the Sherbrooke Condominium Documents to modify the public offering statement to name Declarant as the declarant under the Sherbrooke Condominium Documents with respect to those phases of the Sherbrooke Condominium which Declarant will be acquiring and to amend the plans of the Sherbrooke Condominium Documents to insert the Unit types which Borrower will be constructing on those phases of the Sherbrooke Condominium which Declarant will acquire (the “Initial Amendment”). Lender hereby consents to the Initial Amendment subject to the following conditions: (i) the Initial Amendment shall be in substantially the same form as that draft of the Initial Amendment previously delivered to the Lender for its review in connection with this Agreement; (ii) no modification to the form of the Initial Amendment shall be submitted to the Commonwealth of Virginia for approval without the prior written consent of Lender; and (iii) evidence of approval of the Initial Amendment by the Commonwealth of Virginia shall be received by Lender within sixty (60) days following the date hereof. The “Sherbrooke Condominium Documents” shall mean the Sherbrooke Declaration, the Sherbrooke By-Laws, any public offering statement, any plats and plans of the Sherbrooke Condominium, and any other documents related to the Sherbrooke Condominium, as any of the foregoing documents maybe amended or modified.

Condominium. Lender hereby acknowledges that, notwithstanding anything to (a) A Declaration of Condominium Ownership (the contrary “Declaration”) of Williamsburg Village was recorded in Section 5.5 the Office of the Deed Recorder of Trust, the Sherbrooke Project is currently subject to a condominium regime pursuant to that certain Declaration Deeds of Sherbrooke – II Townhouse Condominium dated September 19, 1997 and recorded among the land records of Prince ▇▇▇▇C▇▇▇ County, Virginia in Deed Book 2489 at Page 1067 Illinois, on January 4, 1983, and thereupon the property within which the Premises are located became subject to (as i) the same may be modified or amendedterms and provisions of the Declaration, (ii) the Condominium Property Act of the State of Illinois (the “Sherbrooke DeclarationAct”), (iii) and the By-Laws related thereto attached to the Sherbrooke Declaration as Exhibit C (as the same may be modified or amended, the “Sherbrooke By-Laws”) and that certain Declaration of Covenants, Conditions and Restrictions by S. Brooke Corporation and Sherbrooke Swim and Racquet the Williamsburg Village Owners Association dated December 31, 1991 and recorded among the aforesaid Land Records in Deed Book 1877 at Page 1159 (as the same may be modified or amended, the “Recreational Facility DeclarationAssociation”) and (iv) the rules and regulations of the Association (the “Rules”). ▇▇▇▇▇▇▇▇ Sherbrooke shallThe Declaration, on a phase by phase basisthe Act, become a Special Declarant under the By-Laws and the Rules, as from time to time amended, are sometimes collectively called the “Sherbrooke Condominium Documents” (as hereinafter defined) in connection with its acquisition ”. Tenant acknowledges receipt of the Sherbrooke Project on such phase by phase basis pursuant to that certain Transfer of Special Declarant Rights for Sherbrooke – II Townhouse Condominium by and between S. Brooke Corporation and ▇▇▇▇▇▇▇▇ Sherbrooke, L.C. dated on even date herewith, as the same may be amended (the “Transfer of Special Declarant Rights”) (▇▇▇▇▇▇▇▇ Sherbrooke shall be known as “Declarant” for purposes of Paragraphs 9, 10 and 11 herein). Borrower hereby agrees to provide to Lender a copy of the Transfer Declaration, the By-Laws and the Rules. Landlord’s space within the Building is sometimes called the “Condominium Unit”. All the condominium property of Special Declarant Rights executed in connection with its acquisition which the Condominium Unit is a part, as from time to time amended to annex additional property, is sometimes called “Williamsburg Village” and all portions of each phase Williamsburg Village, except the individual condominium units, are sometimes called the “Common Elements”. To the extent that any of the Sherbrooke Project within five definitions in this Lease conflict with those in the Condominium Documents, the definitions in the Condominium Documents shall control. (5b) days Tenant accepts this Lease subject to all of the terms and restrictions of the Condominium Documents and agrees to comply with and perform each of the terms, covenants and conditions of the Condominium Documents relating to the use or occupancy of the Premises. If pursuant to the Condominium Documents, the Condominium Unit is withdrawn from the provisions of the Declaration, Landlord, at its option, may terminate this Lease effective upon the date hereofof such withdrawal. It Landlord shall constitute a not be obligated for the performance by the Board of Managers of the Association (the “Board”) or of any of the obligations assumed or undertaken by the Board pursuant to the Condominium Documents and Tenant shall have no claim against Landlord by reason of any default under the Loan Condominium Documents if there is any amendmentby the Board or the Association. By the execution of this Lease, modification or termination Tenant agrees that the Association and Board are and shall be third party beneficiaries of the Sherbrooke Condominium Documents without Lender’s prior written consent; provisions of this Lease. (c) The Declaration requires the approval of all leases by the Board. Landlord agrees to attempt to procure such approval from the Board within the time established for such approval by the Declaration. If, after making reasonable effort, Landlord cannot procure such approval within the time provided, however, Lender understands that this Lease shall become null and void. Tenant agrees to cooperate with Landlord in attempting to procure such approval and shall provide such information as is requested by the Declarant currently intends Board. (d) This Lease does not grant any rights to apply Tenant to participate in the Commonwealth of Virginia to amend the Sherbrooke Condominium Documents to modify the public offering statement to name Declarant as the declarant under the Sherbrooke Condominium Documents with respect to those phases management or affairs of the Sherbrooke Condominium which Declarant will be acquiring and Association, including, but not limited to amend the plans of the Sherbrooke Condominium Documents to insert the Unit types which Borrower will be constructing on those phases of the Sherbrooke Condominium which Declarant will acquire (the “Initial Amendment”). Lender hereby consents to the Initial Amendment subject to the following conditions: (i) the Initial Amendment shall be in substantially the same form as that draft of the Initial Amendment previously delivered to the Lender for its review in connection with this Agreement; (ii) no modification to the form of the Initial Amendment shall be submitted to the Commonwealth of Virginia for approval without the prior written consent of Lender; and (iii) evidence of approval of the Initial Amendment any voting rights enjoyed by the Commonwealth of Virginia shall be received by Lender within sixty (60) days following the date hereof. The “Sherbrooke Condominium Documents” shall mean the Sherbrooke Declaration, the Sherbrooke By-Laws, any public offering statement, any plats and plans of the Sherbrooke Condominium, and any other documents related to the Sherbrooke Condominium, as any of the foregoing documents maybe amended or modifiedLandlord.

Condominium. Lender hereby acknowledges thatBuilding No. 78 comprises Units A-1 and D-1 of Elmwood Park Condominium (the “Condominium”), notwithstanding anything to the contrary in Section 5.5 as evidenced by that certain Phased Master Deed of the Deed of TrustCondominium, the Sherbrooke Project is currently subject to a condominium regime pursuant to that certain Declaration of Sherbrooke – II Townhouse Condominium dated September 19February 24, 1997 1988 and recorded among with the land records Middlesex South District Registry of Prince ▇▇▇▇▇▇▇ CountyDeeds in Book 18895, Virginia in Deed Book 2489 at Page 1067 (453, as amended and as the same may be modified or amended, amended from time to time (the “Sherbrooke DeclarationMaster Deed”) ). Landlord currently controls the Condominium through its control of the Elmwood Park Condominium Trust (the “Association”), as evidenced by the Declaration of Trust and the By-Laws related thereto attached to of the Sherbrooke Declaration as Exhibit C (as the same may be modified or amended, the “Sherbrooke By-Laws”) and that certain Declaration of Covenants, Conditions and Restrictions by S. Brooke Corporation and Sherbrooke Swim and Racquet Association dated December 31February 24, 1991 1988 and recorded among the aforesaid Land Records with said Deeds in Deed Book 1877 at 18895, Page 1159 (as the same may be modified or amended, the “Recreational Facility Declaration”). ▇▇▇▇▇▇▇▇ Sherbrooke shall, on a phase by phase basis, become a Special Declarant under the “Sherbrooke Condominium Documents” (as hereinafter defined) in connection with its acquisition of the Sherbrooke Project on such phase by phase basis pursuant to that certain Transfer of Special Declarant Rights for Sherbrooke – II Townhouse Condominium by and between S. Brooke Corporation and ▇▇▇▇▇▇▇▇ Sherbrooke, L.C. dated on even date herewith477, as the same may be amended from time to time (the “Transfer Declaration”). Landlord shall not give up control of Special Declarant Rightsthe Condominium or the Association except upon the sale of one or more units in the Condominium as provided for in the Master Deed and the Declaration (the “Condominium Documents”) (▇▇▇▇▇▇▇▇ Sherbrooke shall be known or as “Declarant” for purposes part of Paragraphs 9, 10 and 11 herein). Borrower hereby agrees to provide to Lender a copy sale of the Transfer of Special Declarant Rights executed in connection with its acquisition of each phase Park or any portion thereof. Whether or not Landlord is a controlling party of the Sherbrooke Project within five (5) days Condominium and Association from time to time, so long as Landlord remains a unit owner of the date hereof. It Condominium, to the extent that the Condominium Documents call for the approval of any matter, Landlord, as unit owner or trustee of the Association, shall constitute a default approve the same if Landlord is required to approve the same in its capacity as landlord under the Loan Documents if there is terms of this Lease. The foregoing shall not limit in any amendment, modification or termination way the right of the Sherbrooke Condominium Documents without Lender’s prior written consent; provided, however, Lender understands that the Declarant currently intends to apply to the Commonwealth of Virginia Landlord (1) to amend the Sherbrooke Condominium Documents to modify the public offering statement to name Declarant as the declarant under the Sherbrooke Condominium Documents with respect to those phases any Expansions or any future development of the Sherbrooke Condominium property which Declarant will be acquiring and to amend the plans is currently part of the Sherbrooke Condominium Documents or the property which constitutes the Park, (2) to insert the Unit types which Borrower will be constructing on those phases of the Sherbrooke Condominium which Declarant will acquire subdivide any such property, (the “Initial Amendment”). Lender hereby consents 3) to add any property to the Initial Amendment subject to the following conditions: (i) the Initial Amendment shall be in substantially the same form as that draft of the Initial Amendment previously delivered to the Lender for its review in connection with this Agreement; (ii) no modification to the form of the Initial Amendment shall be submitted to the Commonwealth of Virginia for approval without the prior written consent of Lender; and (iii) evidence of approval of the Initial Amendment by the Commonwealth of Virginia shall be received by Lender within sixty (60) days following the date hereof. The “Sherbrooke Condominium Documents” shall mean the Sherbrooke Declaration, the Sherbrooke By-Laws, any public offering statement, any plats and plans of the Sherbrooke Condominium, and any other documents related (4) to dissolve the Sherbrooke Condominium, as any of Condominium and the foregoing documents maybe amended or modifiedAssociation.

Condominium. Lender hereby acknowledges that(a) Pursuant to a Declaration of Condominium (the "Declaration") covering the Building dated December 7, notwithstanding anything to 1987 and recorded April 26, 1988 on Reel 1394, Page 453 in the contrary in Section 5.5 Office of the Deed Register of Trustthe City of New York, the Sherbrooke Project is currently subject to demised premises constitutes a portion of the Commercial Condominium Unit of the CitySpire Condominium (the "Condominium"), consisting of portions of the subcellar, cellar, ground floor and floors two (2) through twenty-four (24) of the condominium regime pursuant to that certain Declaration of Sherbrooke – II Townhouse Condominium dated September 19, 1997 and recorded among the land records of Prince building known as 156 ▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇ County, Virginia in Deed Book 2489 at Page 1067 (as the same may be modified or amended, the “Sherbrooke Declaration”) and the By-Laws related thereto attached to the Sherbrooke Declaration as Exhibit C (as the same may be modified or amended, the “Sherbrooke By-Laws”) and that certain Declaration of Covenants, Conditions and Restrictions by S. Brooke Corporation and Sherbrooke Swim and Racquet Association dated December 31, 1991 and recorded among the aforesaid Land Records in Deed Book 1877 at Page 1159 (as the same may be modified or amended, the “Recreational Facility Declaration”). ▇▇▇▇, ▇▇▇ ▇▇▇▇ Sherbrooke shall, on a phase by phase basis, become a Special Declarant under the “Sherbrooke Condominium Documents” (as hereinafter defined) in connection with its acquisition of the Sherbrooke Project on such phase by phase basis pursuant to that certain Transfer of Special Declarant Rights for Sherbrooke – II Townhouse Condominium by and between S. Brooke Corporation and ▇▇▇▇▇▇▇▇ Sherbrooke, L.C. dated on even date herewith, as the same may be amended (the “Transfer of Special Declarant Rights”) (▇▇▇▇▇▇▇▇ Sherbrooke shall be known as “Declarant” for purposes e "Building") and of Paragraphs 9, 10 and 11 herein). Borrower hereby agrees to provide to Lender a copy an interest in the common elements of the Transfer of Special Declarant Rights executed Building appurtenant to the Unit. Tenant acknowledges that its right to use and occupy the demised premises is subject and subordinate in connection with its acquisition of each phase all respects to the provisions of the Sherbrooke Project within five Declaration and the by-laws adopted by the Condominium (5the "By-laws") days and to such other rules and regulations as the Board of Managers may from time to time promulgate (the "Condominium Rules and Regulations"), including without limitation, the rules and regulations attached hereto as Schedule E. Landlord agrees to (b) Tenant acknowledges that the remaining portion of the date hereof. It shall constitute a default under Building (other than the Loan Documents if there is any amendment, modification or termination balance of the Sherbrooke Unit and other than the Garage Condominium Documents without Lender’s prior written consent; providedUnit) is used as a first-class, howeverhigh-quality residential condominium. Tenant's use of the demised premises shall, Lender understands at all times, be in keeping with the residential nature of the Building and shall not cause any annoyance or disturbance to the residents thereof. (c) To the extent that the Declarant currently intends obligations set forth in this lease on the part of Landlord to apply to the Commonwealth of Virginia to amend the Sherbrooke Condominium Documents to modify the public offering statement to name Declarant as the declarant under the Sherbrooke Condominium Documents be performed, including without limitation any obligations with respect to those phases services and the maintenance, repair and restoration of the Sherbrooke Condominium which Declarant will be acquiring Building and to amend Building systems, are, in accordance with the plans provisions of the Sherbrooke Condominium Documents to insert Declaration and By-laws, in fact the Unit types which Borrower will be constructing on those phases obligations of the Sherbrooke Condominium which Declarant will acquire (regime. Landlord shall not be responsible for the “Initial Amendment”). Lender hereby consents performance of any such obligations and Tenant agrees to look solely to the Initial Amendment subject Condominium regime for the performance of such obligations. Landlord shall in no event be liable to Tenant nor shall the following conditions: (i) obligations of Tenant hereunder be impaired or the Initial Amendment performance thereof excused because of any failure or delay on the Condominium regime's part in performing such obligations. If however Landlord concurs with Tenant that there is a default in the performance of any such obligation, Landlord shall be in substantially the same form as that draft of the Initial Amendment previously delivered make a reasonable effort to the Lender for its review in connection obtain compliance with this Agreement; (ii) no modification to the form of the Initial Amendment shall be submitted to the Commonwealth of Virginia for approval without the prior written consent of Lender; and (iii) evidence of approval of the Initial Amendment any such obligation by the Commonwealth of Virginia shall be received by Lender within sixty (60) days following the date hereof. The “Sherbrooke Condominium Documents” shall mean the Sherbrooke Declaration, the Sherbrooke By-Laws, any public offering statement, any plats and plans of the Sherbrooke Condominium, and any other documents related to the Sherbrooke Condominium, as any of the foregoing documents maybe amended or modifiedregime.