Control No. Representation Property Issue ----------- ------------------------ ---------------------------- ---------------------------------------------------------------
Control No. Control No. Entity: Scope of Work (Including Routes and Termini): I, the undersigned, in my capacity as of state that:
Control No. 46: Exhibit A - Pro Forma Closing Date Balance Sheet,
Control No. Representation Property Issue ----------- ------------------------ ---------------------------- --------------------------------------------------------------- be issued by insurance companies rated at least BBB+ or better by S&P. N/A (xii) All Properties With respect to certain mortgage loans, the lender accepted comprehensive liability insurance in an amount less than that Property Insurance required by the loan documents, provided, however, that all the mortgage loans provide a primary general liability policy of at least $1,000,000 per occurrence with $2,000,000 in the aggregate, but this exception does not apply to any mortgage loan with a principal balance of $35,000,000 or more.
Control No. Representation Property Issue ----------- ------------------------ ---------------------------- --------------------------------------------------------------- management of the Mortgaged Property. Additionally, nothing in the loan documents restricts the right of UBSREI to engage in repurchase transactions or any pledge, hypothecation, or re-hypothecation transaction with respect to its indirect ownership of the partnership interests in borrower. With respect to the Citizens Loans there has been an pre-approved transfer in change of control to (i) Citizens Bank and its affiliates pursuant to rights of first offer under the leases, (ii)American Financial Realty Trust and its affiliates pursuant to the right of first offer provisions in the organizational documents of the borrower or its affiliates and (iii) to entities owned and controlled by any one of the following or any affiliates of any such entities: Nicholas Xxxxxxxx, Xxxxxxx Xxxxxx xx XX Caxxxxx, xxxxxxxt to the loan documents.
Control No. Representation Property Issue ----------- ------------------------ ---------------------------- --------------------------------------------------------------- enter into a new lease only in the event of a rejection of the space lease in a bankruptcy of the related borrower.
Control No. Representation Property Issue ----------- -------------------- ---------------------------- ---------------------------------------------------------------- 36,000 square feet, to third party tenant(s) for a term of at least 5 years at the rent no less than the fixed rent set forth in the master lease and otherwise upon the terms set forth in the loan documents.
Control No. Representation Property Issue ----------- -------------------- ---------------------------- ---------------------------------------------------------------- Status rents or business interruption insurance.
Control No. Representation Property Issue ------------------------------------------------------------------------------------------------------------------------------------ District of Columbia Commissioner of Insurance ("the Commissioner") and such laws and regulations are designed to assure the solvency of such captive insurance company. In particular, such captive insurance company is subject to restrictions upon its licensors, delinquency proceedings instituted by the Commissioner and resulting delays or failures to pay under its policy covering the related mortgaged property and the related Mortgagor will not have access to state guaranty funds in such an event. To the extent that such captive insurance company buys third party reinsurance coverage and the third party reinsurers fail to pay, the captive insurance company may not have sufficient funds to pay claims under the policy issued to the related borrower. Pursuant to the loan documents, such captive insurance company is required to secure reinsurance for all required coverage except terrorism acts covered by TRIA and the deductible permitted under the loan documents. Because such captive insurance company is a wholly owned subsidiary of an affiliate of the related borrower, to the extent that such affiliate becomes subject to a bankruptcy proceeding and the independent corporate existence of such captive insurance company is not respected, the assets of such captive insurance company could be applied to satisfy the claims of the creditors of such affiliate rather than the related borrower. In addition, in the case of a non-certified terrorism event, 12 months of business interruption is not required.
Control No. Representation Property Issue -------- -------------------- --------------------------- ---------------------------------------------- With respect to the nonrecourse carveout covering misapplication or misappropriation, some guarantors have agreed to cover "misapplication or conversion" or "misappropriation or conversion" and some such non-recourse carve-outs apply only during the continuance of an event of default or with respect to material misapplication or misappropriation. Certain of the loans are recourse in limited circumstances.
