Common use of Eligible Assignee Clause in Contracts

Eligible Assignee. Any of (a) a commercial bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having total assets in excess of $1,000,000,000; (b) a savings and loan association or savings bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having a net worth of at least $100,000,000, calculated in accordance with Generally Accepted Accounting Principles; (c) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the “OECD”), and having total assets in excess of $1,000,000,000, provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is also a member of the OECD; (d) the central bank of any country which is a member of the OECD; (e) any other assignee having a net worth of at least $100,000,000 that, in the reasonable judgment of the Agent, is a reputable institutional investor with substantial experience in lending and originating loans similar to the Facility, or in purchasing, investing in or otherwise holding such loans; (f) any Lender Affiliate or an Approved Fund of a Lender; and (g) any Lender. For purposes hereof, “Lender Affiliate” shall mean, (A) with respect to any Person that would otherwise be an Eligible Assignee under clauses (a) - (e) above (a “Qualified Assignee”), (i) an affiliate of such Qualified Assignee or (ii) any Person that is engaged in making, purchasing, holding or otherwise investing in bank loans or similar extensions of credit in the ordinary course of its business and is administered (including as placement agent therefore) or managed by a Qualified Assignee or an affiliate of a Qualified Assignee and (B) with respect to a Lender that is a fund which invests in bank loans or similar extensions of credit, any Approved Fund of such Lender. Notwithstanding anything to the contrary, the term Eligible Assignee shall exclude any Person controlling, controlled by or under common control with, the Borrower or the Company.

Eligible Assignee. Any of (a) a commercial bank (or similar financial institution) organized under the laws of the United States, or any State thereof or the District of Columbia, and having total assets in excess of $1,000,000,000500,000,000; (b) a savings and loan association or savings bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having a net worth of at least $100,000,000, calculated in accordance with Generally Accepted Accounting PrinciplesGAAP; and (c) a commercial bank (or similar financial institution) organized under the laws of any other country (including the central bank of such country) which is a member of the Organization for Economic Cooperation and Development (the “OECD”), or a political subdivision of any such country, and having total assets in excess of $1,000,000,000500,000,000, provided that such bank (or similar financial institution) is acting through a branch or agency located in the country in which it is organized or another country which is also a member United States of the OECDAmerica; (d) the central bank of any country which is a member of the OECD; Lender, and (e) any other assignee having a net worth of at least $100,000,000 that, in the reasonable judgment of the Agent, is a reputable institutional investor with substantial experience in lending and originating loans similar to the Facility, or in purchasing, investing in or otherwise holding such loans; (f) any Lender an Affiliate or an Approved Fund of a Lender; , provided that such Affiliate would otherwise meet the criteria set forth in clause (a), (b) or (c) above. In no event will the Borrower or any Subsidiary or Affiliate of the Borrower be an Eligible Assignee. Eligible Unencumbered Property(ies). As of any date of determination, an Unencumbered Asset that: (i) is a Permitted Property, (ii) is free and clear of any Lien other than Liens permitted to exist pursuant to §9.2, (iii) is not the subject of a Disqualifying Environmental Event or a Disqualifying Structural Event, and (giv) any Lender. For purposes hereof, “Lender Affiliate” shall mean, is wholly-owned in fee simple by (A) the Borrower or (B) a Wholly-Owned Subsidiary of the Borrower, in each case that becomes a Borrower hereunder simultaneously with respect such Unencumbered Asset becoming an Eligible Unencumbered Property (the foregoing clauses (i) through (iv) being herein referred to any Person that would otherwise collectively as the “Unencumbered Property Conditions”). Notwithstanding the foregoing, the Redland Property shall be deemed to be an Eligible Assignee under clauses (a) - (e) above (a “Qualified Assignee”), (i) an affiliate of such Qualified Assignee or (ii) any Person that is engaged in making, purchasing, holding or otherwise investing in bank loans or similar extensions of credit in Unencumbered Property hereunder so long as the ordinary course of its business and is administered (including as placement agent therefore) or managed by a Qualified Assignee or an affiliate of a Qualified Assignee and (B) with respect to a Lender that is a fund which invests in bank loans or similar extensions of credit, any Approved Fund of such Lender. Notwithstanding anything to the contrary, the term Eligible Assignee shall exclude any Person controlling, controlled by or under common control with, the Borrower or the CompanyRedland Conditions are satisfied.

Eligible Assignee. Any of (a) (i) a commercial bank or finance company ----------------- organized under the laws of the United States, or any State thereof or the District of Columbia, and having total assets in excess of $1,000,000,000; (bii) a savings and loan association or savings bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having a net worth of at least $100,000,000, calculated in accordance with Generally Accepted Accounting Principlesgenerally accepted accounting principles; (ciii) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the “"OECD”"), or a political subdivision of any such country, and having total assets in excess of $1,000,000,000, provided that such -------- bank is acting through a branch or agency located in the country in which it is organized or another country which is also a member of the OECD; (div) the central bank of any country which is a member of the OECD; (ev) any other assignee having a net worth of at least $100,000,000 thatbank, in the reasonable judgment of insurance company, commercial finance company or other financial institution or fund approved by the Agent, is a reputable institutional investor with substantial experience in lending and originating loans similar such approval not to the Facility, or in purchasing, investing in or otherwise holding such loans; (f) any Lender Affiliate or an Approved Fund of a Lenderbe unreasonably withheld; and (gvi) after the occurrence and during the continuation of a Default or Event of Default, any other Person approved by the Agent, which approval shall not be unreasonably withheld; and (b) any Lender. For purposes hereofBank and any Affiliate of any Bank and, “Lender Affiliate” shall mean, (A) with respect to any Person that would otherwise be an Eligible Assignee under clauses (a) - (e) above (a “Qualified Assignee”), (i) an affiliate of such Qualified Assignee or (ii) any Person that is engaged in making, purchasing, holding or otherwise investing in bank loans or similar extensions of credit in the ordinary course of its business and is administered (including as placement agent therefore) or managed by a Qualified Assignee or an affiliate of a Qualified Assignee and (B) with respect to a Lender Bank that is a fund which that invests in bank loans or similar extensions of creditloans, any Approved Fund other fund that invests in loans and is managed by the same investment advisor of such LenderBank or by an Affiliate of such investment advisor (and treating all such funds so managed as a single Eligible Assignee); provided that no Affiliate of the -------- Borrower shall be an Eligible Assignee. Notwithstanding anything Employee Benefit Plan. Any employee benefit plan within the meaning of --------------------- (S)3(3) of ERISA maintained or contributed to the contrary, the term Eligible Assignee shall exclude any Person controlling, controlled by or under common control with, the Borrower or the Companyany ERISA Affiliate, other than a Multiemployer Plan.

Eligible Assignee. Any of (a) a commercial bank or finance company organized under the laws of the United States, or any State thereof or the District of Columbia, and having total assets in excess of $1,000,000,000; (b) a savings and loan association or savings bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having a net worth of at least $100,000,000, calculated in accordance with Generally Accepted Accounting PrinciplesGAAP; (c) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the “"OECD”"), or a political subdivision of any such country, and having total assets in excess of $1,000,000,000, provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is also a member of the OECD; (d) the central bank of any country which is a member of the OECD; and (e) any other assignee having a net worth of at least $100,000,000 thatbank, in the reasonable judgment of insurance company, commercial finance company or other financial institution or other Person approved by the Agent, such approval not to be unreasonably withheld. Notwithstanding the foregoing, no assignee of the rights and obligations of the UK Fronting Lender shall be deemed to be an Eligible Assignee unless such assignee is also a reputable institutional investor with substantial experience UK Qualifying Lender. Eligible Inventory. With respect to any US Transaction Party, finished goods, work in lending progress and originating loans similar raw materials and component parts inventory owned by such US Transaction Party; provided that Eligible Inventory shall not include any inventory (a) held on consignment, or not otherwise owned by such US Transaction Party, or of a type no longer sold by such US Transaction Party; (b) which has been returned by a customer and is damaged or subject to any legal encumbrance other than Permitted Liens; (c) which is not in the possession of such US Transaction Party unless the Agent has received (i) a waiver in form and substance satisfactory to the FacilityAgent from the possessor of such inventory, or (ii) financing statements in purchasingform and substance satisfactory to the Agent executed and delivered by such US Transaction Party as secured party/▇▇▇▇▇▇ and the possessor of such inventory as debtor/bailee, investing for filing in or otherwise holding the appropriate jurisdictions provided, however, that the Agent may, in its sole discretion, waive the foregoing requirements with respect to waivers and financing statements, and (iii) an assignment in form and substance satisfactory to the Agent by the secured party/▇▇▇▇▇▇ to the Agent of the aforementioned financing statements; (d) in which the Agent does not have a valid and perfected first priority security interest; (e) which has been shipped to a customer of the such loansUS Transaction Party regardless of whether such shipment is on a consignment basis; (f) any Lender Affiliate or an Approved Fund which is not located at a Permitted Inventory Location of a Lendersuch US Transaction Party within the United States; and (g) which is held by such US Transaction Party on property leased by such US Transaction Party, unless the Agent has received a waiver from the lessor and any Lender. For purposes hereof, “Lender Affiliate” shall mean, (A) with respect to any Person that would otherwise be an Eligible Assignee under clauses (a) - (e) above (a “Qualified Assignee”), (i) an affiliate sublessor of such Qualified Assignee leased property, in form and substance satisfactory to the Agent; or (iih) any Person that is engaged in making, purchasing, holding which the Agent reasonably deems to be obsolete or otherwise investing in bank loans or similar extensions of credit not marketable in the ordinary course of its business business. Eligible Machinery and is administered (including as placement agent therefore) or managed Equipment. With respect to any US Transaction Party, those items of machinery and equipment owned by a Qualified Assignee or an affiliate such US Transaction Party at the relevant time of a Qualified Assignee and (B) reference thereto with respect to a Lender that is a fund which invests in bank loans or similar extensions of credit, any Approved Fund of such Lender. Notwithstanding anything US Transaction Party has full and unencumbered title (except for liens granted to the contraryAgent pursuant to the Security Documents) and with respect to which the Agent has a valid and perfected first priority security interest, securing all of the term Eligible Assignee shall exclude Obligations. Employee Benefit Plan. Any employee benefit plan within the meaning of ss.3(3) of ERISA maintained or contributed to by the Borrower, or any Person controllingERISA Affiliate, controlled by or under common control with, the Borrower or the Company.other than a Multiemployer Plan. Employee Stock Proceeds. See ss.4.9(a)(iv)(A). Employee Stock Proceeds Payment Period. See ss.4.9(a)(iv)(A)

Eligible Assignee. Any of (a) a commercial bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having total assets in excess of $1,000,000,000; (b) a savings and loan association or savings bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having a net worth of at least $100,000,000, calculated in accordance with Generally Accepted Accounting Principles; (c) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the “"OECD”"), and having total assets in excess of $1,000,000,000, provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is also a member of the OECD; (d) the central bank of any country which is a member of the OECD; (e) any other assignee having a net worth of at least $100,000,000 that, in the reasonable judgment of the Agent, is a reputable institutional investor with substantial experience in lending and originating loans similar to the Facility, or in purchasing, investing in or otherwise holding such loans; and (f) any Lender Affiliate or an Approved a Related Fund of a Lender; and (g) any Lender. For purposes hereof, “"Lender Affiliate” " shall mean, (A) with respect to any Person that would otherwise be an Eligible Assignee under clauses (a) - (e) above (a “Qualified Assignee”"QUALIFIED ASSIGNEE"), (i) an affiliate of such Qualified Assignee or (ii) any Person that is engaged in making, purchasing, holding or otherwise investing in bank loans or similar extensions of credit in the ordinary course of its business and is administered (including as placement agent therefore) or managed by a Qualified Assignee or an affiliate of a Qualified Assignee and (B) with respect to a Lender that is a fund which invests in bank loans or similar extensions of credit, any Approved Related Fund of such Lender. Further, for purposes hereof a "Related Fund" shall mean, with respect to a Lender which is a fund which invests in bank loans or similar extensions of credit, any other such fund managed by the same investment advisor as such Lender or by an affiliate of such Lender or such advisor. Notwithstanding anything to the contrary, the term Eligible Assignee shall exclude any Person controlling, controlled by or under common control with, the Borrower or the Company. ELIGIBLE GROUND LEASE. A ground lease that (a) has a minimum remaining term of twenty-five (25) years, including tenant controlled renewal options or acceptable purchase options containing nominal or market based purchase prices, as of any date of determination, and (b) has customary notice rights, default cure rights, bankruptcy new lease rights and other customary provisions for the benefit of a leasehold mortgagee or has equivalent protection for a leasehold permanent mortgagee by a subordination to such leasehold permanent mortgagee of the landlord's fee interest, and (c) is otherwise eligible for non-recourse leasehold mortgage financing under customary prudent lending requirements. The Eligible Ground Leases as of the date of this Agreement are listed on Schedule 1.1(b).

Eligible Assignee. Any While any Event of Default is in existence, any Person, and at all other times, any of (a) a commercial bank or other financial institution organized under the laws of the United States, or any State thereof or the District of Columbia, and having total assets in excess of $1,000,000,000; (b) a savings and loan association or savings bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having a net worth of at least $100,000,000, calculated in accordance with Generally Accepted Accounting Principlesgenerally accepted accounting principles; (c) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the “OECD”), or a political subdivision of any such country, and having total assets in excess of $1,000,000,000, provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is also a member of the OECD; (d) the central bank of any country which is a member of the OECD; or (e) any other assignee having a net worth of at least $100,000,000 that, in the reasonable judgment of the Agent, is a reputable institutional investor with substantial experience in lending and originating loans similar to the Facility, or in purchasing, investing in or otherwise holding such loans; (f) any Lender Affiliate or an Approved a Related Fund of a Lender; and (g) any Lender. For the purposes hereof, “Lender Affiliate” shall mean, (Ai) with respect to any Person that who would otherwise be an Eligible Assignee under clauses (a) - (e) d), above (a “Qualified Assignee”), (i) an affiliate Affiliate of such Qualified Assignee which is an entity (whether a corporation, partnership, trust or (iiotherwise) any Person that is engaged in making, purchasing, holding or otherwise investing in bank loans or and similar extensions of credit in the ordinary course of its business business, with sufficient assets to meet its funding obligations hereunder, and is administered (including as placement agent thereforetherefor) or managed by a Qualified Assignee or an affiliate Affiliate of a such Qualified Assignee and (Bii) with respect to a any Lender that is a fund which invests in bank loans or and similar extensions of credit, any Approved other fund that invests in bank loans and similar extensions of credit, with sufficient assets to meet its funding obligations hereunder, and is managed by the same investment advisor as such Lender or by an Affiliate of such investment advisor (i.e., a Related Fund of such Lender). Further, for the purposes hereof, “Related Fund” shall mean, with respect to a Lender, a fund that invests in loans, any other such fund managed by the same investment advisor as such Lender or by an Affiliate of such Lender or such advisor with sufficient assets to meet its funding obligations hereunder. Notwithstanding anything to the contraryforegoing, the term Eligible Assignee shall exclude (i) no Borrower or any Person controlling, controlled by or under common control with, the affiliate of Borrower or the CompanyREIT shall be an Eligible Assignee and (ii) no Defaulting Lender or any of its Affiliates shall be an Eligible Assignee.

Eligible Assignee. Any of (a) a commercial bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having total assets in excess of $1,000,000,000; (b) a savings and loan association or savings bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having a net worth of at least $100,000,000, calculated in accordance with Generally Accepted Accounting Principles; (c) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the “OECD”), and having total assets in excess of $1,000,000,000, provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is also a member of the OECD; (d) the central bank of any country which is a member of the OECD; (e) any other assignee having a net worth of at least $100,000,000 that, in the reasonable judgment of the Agent, is a reputable institutional investor with substantial experience in lending and originating loans similar to the FacilityFacilities, or in purchasing, investing in or otherwise holding such loans; (f) any Lender Affiliate or an Approved Fund of a Lender; and (g) any Lender. For purposes hereof, “Lender Affiliate” shall mean, (A) with respect to any Person that would otherwise be an Eligible Assignee under clauses (a) - (e) above (a “Qualified Assignee”), (i) an affiliate of such Qualified Assignee or (ii) any Person that is engaged in making, purchasing, holding or otherwise investing in bank loans or similar extensions of credit in the ordinary course of its business and is administered (including as placement agent therefore) or managed by a Qualified Assignee or an affiliate of a Qualified Assignee and (B) with respect to a Lender that is a fund which invests in bank loans or similar extensions of credit, any Approved Fund of such Lender. Notwithstanding anything to the contrary, the term Eligible Assignee shall exclude any Person controlling, controlled by or under common control with, the Borrower or the Company.

Eligible Assignee. Any While any Event of Default is in existence, any Person, and at all other times, any of (a) a commercial bank or other financial institution organized under the laws of the United States, or any State thereof or the District of Columbia, and having total assets in excess of $1,000,000,000; (b) a savings and loan association or savings bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having a net worth of at least $100,000,000, calculated in accordance with Generally Accepted Accounting Principlesgenerally accepted accounting principles; (c) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the “OECD”), or a political subdivision of any such country, and having total assets in excess of $1,000,000,000, provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is also a member of the OECD; (d) the central bank of any country which is a member of the OECD; or (e) any other assignee having a net worth of at least $100,000,000 that, in the reasonable judgment of the Agent, is a reputable institutional investor with substantial experience in lending and originating loans similar to the Facility, or in purchasing, investing in or otherwise holding such loans; (f) any Lender Affiliate or an Approved a Related Fund of a Lender; and (g) any Lender. For the purposes hereof, “Lender Affiliate” shall mean, (Ai) with respect to any Person that who would otherwise be an Eligible Assignee under clauses (a) - — (e) d), above (a “Qualified Assignee”), (i) an affiliate Affiliate of such Qualified Assignee which is an entity (whether a corporation, partnership, trust or (iiotherwise) any Person that is engaged in making, purchasing, holding or otherwise investing in bank loans or and similar extensions of credit in the ordinary course of its business business, with sufficient assets to meet its funding obligations hereunder, and is administered (including as placement agent thereforetherefor) or managed by a Qualified Assignee or an affiliate Affiliate of a such Qualified Assignee and (Bii) with respect to a any Lender that is a fund which invests in bank loans or and similar extensions of credit, any Approved other fund that invests in bank loans and similar extensions of credit, with sufficient assets to meet its funding obligations hereunder, and is managed by the same investment advisor as such Lender or by an Affiliate of such investment advisor (i.e., a Related Fund of such Lender). Further, for the purposes hereof, “Related Fund” shall mean, with respect to a Lender, a fund that invests in loans, any other such fund managed by the same investment advisor as such Lender or by an Affiliate of such Lender or such advisor with sufficient assets to meet its funding obligations hereunder. Notwithstanding anything to the contraryforegoing, the term Eligible Assignee shall exclude no Borrower or any Person controlling, controlled by or under common control with, the affiliate of Borrower or the CompanyREIT shall be an Eligible Assignee.

Eligible Assignee. Any of (a) a commercial bank (or similar financial institution) organized under the laws of the United States, or any State thereof or the District of Columbia, and having total assets in excess of $1,000,000,000500,000,000; (b) a savings and loan association or savings bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having a net worth of at least $100,000,000, calculated in accordance with Generally Accepted Accounting PrinciplesGAAP; and (c) a commercial bank (or similar financial institution) organized under the laws of any other country (including the central bank of such country) which is a member of the Organization for Economic Cooperation and Development (the “OECD”), or a political subdivision of any such country, and having total assets in excess of $1,000,000,000500,000,000, provided that such bank (or similar financial institution) is acting through a branch or agency located in the country in which it is organized United States of America. In no event will the Borrower or another country which is also a member any Affiliate of the OECD; (d) the central bank of any country which is a member of the OECD; (e) any other assignee having a net worth of at least $100,000,000 that, in the reasonable judgment of the Agent, is a reputable institutional investor with substantial experience in lending and originating loans similar to the Facility, or in purchasing, investing in or otherwise holding such loans; (f) any Lender Affiliate or an Approved Fund of a Lender; and (g) any Lender. For purposes hereof, “Lender Affiliate” shall mean, (A) with respect to any Person that would otherwise Borrower be an Eligible Assignee under clauses Assignee. Eligible Unencumbered Property(ies). As of any date of determination, an Unencumbered Property that: (i) is a Permitted Property, (ii) is not the subject of a Disqualifying Environmental Event or a Disqualifying Structural Event, (iii) is not a Real Estate Asset Under Development, (iv) is wholly-owned in fee simple by the Borrower, (v) has been improved with a Building or Buildings which (a) - have been issued a certificate of occupancy (ewhere available) above or are otherwise lawfully occupied for their intended use and (a “Qualified Assignee”b) are in good and sound operating condition, (vi) does not comprise more than 15% of the total Borrowing Base Asset Value (except for Corporate Park, which may not comprise more than 25% of total Borrowing Base Asset Value), and (vii) is free of all Liens other than Permitted Liens (the foregoing clauses (i) an affiliate of such Qualified Assignee or through (iivii) any Person that is engaged in making, purchasing, holding or otherwise investing in bank loans or similar extensions of credit in being herein referred to collectively as the ordinary course of its business and is administered (including as placement agent therefore) or managed by a Qualified Assignee or an affiliate of a Qualified Assignee and (B) with respect to a Lender that is a fund which invests in bank loans or similar extensions of credit, any Approved Fund of such Lender. Notwithstanding anything to the contrary, the term Eligible Assignee shall exclude any Person controlling, controlled by or under common control with, the Borrower or the Company“Borrowing Base Conditions”).

Eligible Assignee. Any While any Event of Default is in existence, any Person, and at all other times, any of (a) a commercial bank or other financial institution organized under the laws of the United States, or any State thereof or the District of Columbia, and having total assets in excess of $1,000,000,000; (b) a savings and loan association or savings bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having a net worth of at least $100,000,000, calculated in accordance with Generally Accepted Accounting Principlesgenerally accepted accounting principles; (c) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the “OECD”), or a political subdivision of any such country, and having total assets in excess of $1,000,000,000, provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is also a member of the OECD; (d) the central bank of any country which is a member of the OECD; or (e) any other assignee having a net worth of at least $100,000,000 that, in the reasonable judgment of the Agent, is a reputable institutional investor with substantial experience in lending and originating loans similar to the Facility, or in purchasing, investing in or otherwise holding such loans; (f) any Lender Affiliate or an Approved a Related Fund of a Lender; and (g) any Lender. For the purposes hereof, “Lender Affiliate” shall mean, (Ai) with respect to any Person that who would otherwise be an Eligible Assignee under clauses (a) - — (e) d), above (a “Qualified Assignee”), (i) an affiliate Affiliate of such Qualified Assignee which is an entity (whether a corporation, partnership, trust or (iiotherwise) any Person that is engaged in making, purchasing, holding or otherwise investing in bank loans or and similar extensions of credit in the ordinary course of its business business, with sufficient assets to meet its funding obligations hereunder, and is administered (including as placement agent thereforetherefor) or managed by a Qualified Assignee or an affiliate Affiliate of a such Qualified Assignee and (Bii) with respect to a any Lender that is a fund which invests in bank loans or and similar extensions of credit, any Approved other fund that invests in bank loans and similar extensions of credit, with sufficient assets to meet its funding obligations hereunder, and is managed by the same investment advisor as such Lender or by an Affiliate of such investment advisor (i.e., a Related Fund of such Lender). Further, for the purposes hereof, “Related Fund” shall mean, with respect to a Lender, a fund that invests in loans, any other such fund managed by the same investment advisor as such Lender or by an Affiliate of such Lender or such advisor with sufficient assets to meet its funding obligations hereunder. Notwithstanding anything to the contraryforegoing, the term Eligible Assignee shall exclude no Borrower or any Person controlling, controlled by or under common control with, the affiliate of Borrower or the Company.REIT shall be an Eligible Assignee. Eligible Real Estate. Real Estate:

Eligible Assignee. Any of (a) a commercial bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having total assets in excess of $1,000,000,000; (b) a savings and loan association or savings bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having a net worth of at least $100,000,000, calculated in accordance with Generally Accepted Accounting Principles; (c) a commercial bank organized under the laws of any other country which is a member of the Organization for Economic Cooperation and Development (the “"OECD”"), and having total assets in excess of $1,000,000,000, provided that such bank is acting through a branch or agency located in the country in which it is organized or another country which is also a member of the OECD; (d) the central bank of any country which is a member of the OECD; (e) any other assignee having a net worth of at least $100,000,000 that, in the reasonable judgment of the Agent, is a reputable institutional investor with substantial experience in lending and originating loans similar to the Facility, or in purchasing, investing in or otherwise holding such loans; and (f) any Lender Affiliate or an Approved a Related Fund of a Lender; and (g) any Lender. For purposes hereof, “"Lender Affiliate” " shall mean, (A) with respect to any Person that would otherwise be an Eligible Assignee under clauses (a) - (e) above (a “"Qualified Assignee”"), (i) an affiliate of such Qualified Assignee or (ii) any Person that is engaged in making, purchasing, holding or otherwise investing in bank loans or similar extensions of credit in the ordinary course of its business and is administered (including as placement agent therefore) or managed by a Qualified Assignee or an affiliate of a Qualified Assignee and (B) with respect to a Lender that is a fund which invests in bank loans or similar extensions of credit, any Approved Related Fund of such Lender. Further, for purposes hereof a "Related Fund" shall mean, with respect to a Lender which is a fund which invests in bank loans or similar extensions of credit, any other such fund managed by the same investment advisor as such Lender or by an affiliate of such Lender or such advisor. Notwithstanding anything to the contrary, the term Eligible Assignee shall exclude any Person controlling, controlled by or under common control with, the Borrower or the Company.

Eligible Assignee. Any of (a) a commercial bank (or similar financial institution) organized under the laws of the United States, or any State thereof or the District of Columbia, and having total assets in excess of $1,000,000,000500,000,000; (b) a savings and loan association or savings bank organized under the laws of the United States, or any State thereof or the District of Columbia, and having a net worth of at least $100,000,000, calculated in accordance with Generally Accepted Accounting PrinciplesGAAP; and (c) a commercial bank (or similar financial institution) organized under the laws of any other country (including the central bank of such country) which is a member of the Organization for Economic Cooperation and Development (the “OECD”), or a political subdivision of any such country, and having total assets in excess of $1,000,000,000500,000,000, provided that such bank (or similar financial institution) is acting through a branch or agency located in the country in which it is organized United States of America. In no event will the Borrower or another country which is also a member any Affiliate of the OECD; (d) the central bank Borrower be an Eligible Assignee. Eligible Unencumbered Property(ies). As of any country which date of determination, an Unencumbered Property that: (i) is a member Permitted Property, (ii) is not the subject of a Disqualifying Environmental Event or a Disqualifying Structural Event, (iii) is not a Real Estate Asset Under Development, (iv) is wholly-owned in fee simple by the OECD; Borrower, (ev) any other assignee having has been improved with a Building or Buildings which (a) have been issued a certificate of occupancy (where available) or are otherwise lawfully occupied for their intended use and (b) are in good and sound operating condition, (vi) has a minimum occupancy of 75%, (vii) has a net worth rentable area of at least 60,000 square feet but not more than 350,000 square feet, and (viii) had or has a purchase price (including any assumed Indebtedness) of not more than $100,000,000 that, in the reasonable judgment of 25,000,000 or has an appraised value (based on an appraisal satisfactory to the Agent, is a reputable institutional investor with substantial experience in lending and originating loans similar to ) of not more than $25,000,000 (the Facility, or in purchasing, investing in or otherwise holding such loans; (f) any Lender Affiliate or an Approved Fund of a Lender; and (g) any Lender. For purposes hereof, “Lender Affiliate” shall mean, (A) with respect to any Person that would otherwise be an Eligible Assignee under foregoing clauses (a) - (e) above (a “Qualified Assignee”), (i) an affiliate of such Qualified Assignee or through (iiviii) any Person that is engaged in making, purchasing, holding or otherwise investing in bank loans or similar extensions of credit in being herein referred to collectively as the ordinary course of its business and is administered (including as placement agent therefore) or managed by a Qualified Assignee or an affiliate of a Qualified Assignee and (B) with respect to a Lender that is a fund which invests in bank loans or similar extensions of credit, any Approved Fund of such Lender. Notwithstanding anything to the contrary, the term Eligible Assignee shall exclude any Person controlling, controlled by or under common control with, the Borrower or the Company“Unencumbered Property Conditions”).