Common use of Environmental Compliance Clause in Contracts

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the Borrower, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiaries. (b) None of the Borrower, the Guarantors or any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Laws. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best None of the Borrower’s and , the Trust’s Guarantors, their respective Subsidiaries, nor to the knowledge with respect to any other Real Estate, none of the Borrower, the Guarantors or their respective Subsidiaries or and the Unencumbered Property Subsidiaries, any operator of the any Real Estate, or nor any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”)Act, the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”)1986, the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”), which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Subject Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) other Real Estate and would have involves a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesSubject Property. (b) None Except as set forth on Schedule 6.20(b) hereto, none of the Borrower, the Guarantors or nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, Governmental Authority (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA any Environmental Law or with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have or that has been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iiiii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous SubstancesSubstances or violation of Environmental Laws, which in any case (A) involves Real Estate other than the Subject Properties and has had or could reasonably be expected to have a Material Adverse Effect or (B) involves a Subject Property. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and Laws; (ii) no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (iiiii) in the course of any activities conducted by either the Borrower, any Guarantor, their respective Subsidiaries or, to the best knowledge and belief of the Borrower, the Guarantors, their Subsidiaries or the operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iiiiv) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (other than the storing of materials in reasonable quantities to the extent necessary for the operation of such property in the ordinary course of business, and in any event in compliance with all Environmental Laws) (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective SubsidiariesSubject Properties, which Release would reasonably be expected to have a material adverse effect on the value of any of the Real Estate such Subject Property or adjacent properties properties, or the environmentfrom any other Real Estate; (ivv) to the best of the Borrower’s or the Trust’s knowledgeexcept as set forth on Schedule 6.20(c) hereto, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real Estate; and (vvi) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, except with respect to the best all of the Borrower’s foregoing in this §6.20(c) as to (A) any Real Estate (other than the Subject Properties) where the foregoing has not had or the Trust’s knowledge, operating in compliance with such permits could not reasonably be expected to have a Material Adverse Effect and applicable Environmental Laws(B) any Subject Property. (d) None of the BorrowerThere has been no claim by any party that any use, the Guarantors, their respective Subsidiariesoperation, or condition of the Real Estate is subject has caused any nuisance or any other liability or adverse condition on any other property which as to any applicable Environmental Law requiring the performance Real Estate other than a Subject Property has had or could reasonably be expected to have a Material Adverse Effect, nor is there any knowledge of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated herebybasis for such a claim.

Environmental Compliance. The Borrower and the Trust each has caused environmental assessments to be conducted and/or taken all commercially reasonable other steps to investigate the past and present conditions environmental condition and usage of the Real Estate and the operations conducted thereon and, based thereon. Based upon such investigation makes the following representations and warranties assessments and/or investigation, except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.or in any update to Schedule 6.18 in the case of any new Real Estate that becomes an Unencumbered Property under this Agreement after the Closing Date, to the Borrower’s knowledge, the Borrower represents and warrants that as of the Closing Date as to all Real Estate held by it as of the Closing Date and as of the date any new Real Estate becomes an Unencumbered Property under this Agreement as to such new Unencumbered Property: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or MCRC, any of their respective Subsidiaries or any operator of the Real EstateEstate or any portion thereof, or any operations thereon is in violation, or alleged violationviolation (in writing), in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, ordinance or order or decree relating to health, safety or the environment (hereinafter “Environmental Laws”), which violation involves or alleged violation (iin writing) any of the Unencumbered Borrowing Base Properties has, or (ii) its remediation would have, by itself or when aggregated with all such other Real Estate and would have violations or alleged violations, a material adverse effect on the business, assets Material Adverse Effect or financial condition of the Borrower, any Guarantor or any of their respective Subsidiariesconstitutes a Disqualifying Environmental Event. (b) None of the Borrower, the Guarantors MCRC or any of their respective Subsidiaries has received notice from any third party party, including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); , (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(56903(5), any hazardous substances as defined by 42 U.S.C. §§ 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor MCRC or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; , or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances; which event described in any such notice would have a Material Adverse Effect or constitutes a Disqualifying Environmental Event. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the any Real Estate; Estate except in accordance with applicable Environmental Laws, (ii) in the course of any activities conducted by either the Borrower, the GuarantorsMCRC, their respective Subsidiaries or to the knowledge of the Borrower, without any independent inquiry other than as set forth in the environmental assessments, the operators of its propertiesthe Real Estate, or any ground or space tenants on any Real Estate, no Hazardous Substances have been generated or are being used on the such Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; Laws, (iii) there has been no present or past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best knowledge of the Borrower’s or Borrower without any independent inquiry other than as set forth in the Trust’s knowledgeenvironmental assessments, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the such Real Estate; , and (v) any Hazardous Substances that have been generated on by the Borrower or MCRC or any of their respective Subsidiaries at any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and EPA, treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws; any of which events described in clauses (i) through (v) above would have a Material Adverse Effect, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable constitutes a Disqualifying Environmental LawsEvent. (d) None By virtue of the use of the Loans proceeds contemplated hereby, or as a condition to the effectiveness of any of the Loan Documents, none of the Borrower, the GuarantorsMCRC, their respective Subsidiaries, any Subsidiary or any of the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency Governmental Authority or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated herebystatement.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or (a) Except as set forth on Schedule 6.18 hereto. (a) With respect 8.8 to the Unencumbered Borrowing Base PropertiesInformation Certificate, Borrowers, Guarantors and to the best any Subsidiary of the Borrower’s and the Trust’s knowledge with respect to any other Real EstateBorrower or Guarantor have not generated, none used, stored, treated, transported, manufactured, handled, produced or disposed of the Borrowerany Hazardous Materials, the Guarantors on or their respective Subsidiaries off its premises (whether or not owned by it) in any operator of the Real Estate, or manner which at any operations thereon is in violation, or alleged violation, time violates in any material respect any applicable Environmental Law or Permit, and the operations of Borrowers, Guarantors and any Subsidiary of any judgment, decree, order, law, license, rule Borrower or regulation pertaining to environmental matters, including, without limitation, those arising under the Resource Conservation Guarantor complies in all material respects with all Environmental Laws and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiariesall Permits. (b) None of Except as set forth on Schedule 8.8 to the BorrowerInformation Certificate, the Guarantors there has been no investigation by any Governmental Authority or any proceeding, complaint, order, directive, claim, citation or notice by any Governmental Authority or any other person nor is any pending or to the best of their respective Subsidiaries has received notice from any third party includingBorrower's or Guarantor's knowledge threatened, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on any non-compliance with or violation of the National Priorities Listrequirements of any Environmental Law by any Borrower or Guarantor and any Subsidiary of any Borrower or Guarantor or the release, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that spill or discharge, threatened or actual, of any hazardous wasteHazardous Material or the generation, as defined by 42 U.S.C. §9601(5)use, storage, treatment, transportation, manufacture, handling, production or disposal of any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) Hazardous Materials or any toxic substancesother environmental, oil health or hazardous materials safety matter, which adversely affects or other chemicals could reasonably be expected to adversely affect in any material respect any Borrower or substances regulated by Guarantor or its or their business, operations or assets or any Environmental Laws (“Hazardous Substances”) properties at which it such Borrower or Guarantor has generatedtransported, transported stored or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous SubstancesMaterials. (c) With respect Except as set forth on Schedule 8.8 to the Unencumbered Borrowing Base PropertiesInformation Certificate, Borrowers, Guarantors and to their Subsidiaries have no material liability (contingent or otherwise) in connection with a release, spill or discharge, threatened or actual, of any Hazardous Materials or the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estategeneration, (i) no portion of the Real Estate has been used for the use, storage, treatment, transportation, manufacture, handling, processing, storage production or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental LawsMaterials. (d) None Borrowers, Guarantors and their Subsidiaries have all Permits required to be obtained or filed in connection with the operations of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to Borrowers and Guarantors under any applicable Environmental Law requiring the performance and all of Hazardous Substances site assessmentssuch licenses, certificates, approvals or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to similar authorizations and other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein Permits are valid and contemplated herebyin full force and effect.

Environmental Compliance. (a) The Borrower and each Subsidiary has received all permits and filed all notifications necessary under and is otherwise in compliance in all material respects with all federal, state and local laws, rules and regulations governing the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage control, removal, storage, transportation, spill, release or discharge of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the Borrower, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental mattersHazardous Materials, including, without limitation, those arising as provided in the provisions of and the regulations under the Resource Conservation and Recovery Act (“RCRA”), i) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 1980, as amended (“CERCLA”), by the Superfund Amendments Amendment and Reauthorization Act of 1986 1986, (“▇▇▇▇”)ii) the Solid Waste Disposal Act, (iii) the Federal Clean Water Act, Act and the Federal Clean Air Act, (iv) the Toxic Substances Control Hazardous Materials Transportation Act, (v) the Resource Conservation and Recovery Act of 1976 and (vi) the Federal Water Pollution Control Act Amendments of 1972 (all of the foregoing enumerated and nonenumerated statutes, including without limitation any applicable state or local statutes, all as amended, collectively, the "Environmental Control Statutes"). (b) Neither the Borrower nor any Subsidiary has given any written or oral notice to the Environmental Protection Agency ("EPA") or any state or local statuteagency with regard to any actual or imminently threatened removal, regulationstorage, ordinancetransportation, order spill, release or decree relating to the environment (hereinafter “Environmental Laws”), which violation involves discharge of Hazardous Wastes either (i) any of on properties owned or leased by the Unencumbered Borrowing Base Properties Borrower or such Subsidiary or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiaries. (b) None of the Borrower, the Guarantors or any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever otherwise in connection with the release conduct of Hazardous Substancesits business and operations. (c) With respect to Neither the Unencumbered Borrowing Base PropertiesBorrower nor any Subsidiary has received notice that it is potentially responsible for costs of clean-up of any actual or imminently threatened spill, and to the best release or discharge of the Borrower’s and the Trust’s knowledge with respect Hazardous Wastes pursuant to any other Real Estate, Environmental Control Statute. (id) no portion of the Real Estate has been used for the handling, processing, storage No judicial proceedings or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank governmental or other underground storage receptacle for Hazardous Substances administrative action is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estatepending, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties knowledge of the Borrower, threatened, under any Environmental Control Statute to which the Guarantors Borrower or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of its Subsidiaries is named as a party with respect to the Real Estate or adjacent properties Properties or the environment; (iv) business conducted at the Properties, nor are there any consent decrees or other decrees, consent orders, administrative orders or other orders, or other administrative or judicial requirements outstanding under any Environmental Control Statute with respect to the best of the Borrower’s Properties or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawsbusiness. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation except as specifically set forth (i) in the written environmental site assessment reports of an Environmental Engineer provided to the Agent (A) in the case of the Initial Pool Properties, as of the Closing Date, or (B) with respect to other Real Estate owned as of the date hereof, on or before the date hereof, or in the case of Real Estate (other than the Initial Pool Properties, if any) acquired after the date hereof, the environmental site assessment reports with respect thereto provided to the Agent, or (ii) on Schedule 6.20, makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries or nor any operator of the Real Estate, nor any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Pool Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) other Real Estate and would have involves a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesPool Property. (b) None of the Borrower, the Guarantors or nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case (i) involves Real Estate (other than the Pool Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves a Pool Property. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or the tenants and operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business Borrower’s, the Guarantors’ and their respective Subsidiaries’, or the tenants’ or operators’ of the Real Estate, respective businesses and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) Release or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the such Real Estate or adjacent properties properties, which Release has had or the environmentcould reasonably be expected to have a Material Adverse Effect; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under off‑site in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, Laws (except with respect to the best of foregoing in this §6.20(c) as to any Real Estate (other than the Borrower’s Pool Properties) where the foregoing has not had or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawscould not reasonably be expected to have a Material Adverse Effect). (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or Subsidiaries nor the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement in each case by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby except for such matters with which the Borrower, the Guarantors, their respective Subsidiaries shall have complied with as of the Closing Date. (e) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities (i) on or affecting the Real Estate (other than the Pool Properties) except where such existence has not had or could not be reasonably be expected to have a Material Adverse Effect, or (ii) on or affecting a Pool Property. (f) Neither the Borrower nor any Guarantor has received any written notice of any claim by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property which as to any Real Estate (other than the Pool Properties) has had or could reasonably be expected to have a Material Adverse Effect, nor is there any basis for such a claim.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or (a) Except as set forth on Schedule 6.18 hereto8.8 hereto or as would not have a Material Adverse Effect, none of Borrower, Guarantors or their Subsidiaries have generated, used, stored, treated, transported, manufactured, handled, produced or disposed of any Hazardous Materials, on or off its premises (whether or not owned by it) in any manner which at any time violates any applicable Environmental Law or any license, permit, certificate, approval or similar authorization thereunder and the operations of each of Borrower, Guarantors and their Subsidiaries complies in all material respects with all Environmental Laws and all licenses, permits, certificates, approvals and similar authorizations thereunder. (ab) With respect to the Unencumbered Borrowing Base PropertiesExcept as set forth on Schedule 8.8 hereto or as would not have a Material Adverse Effect, and there has been no investigation, proceeding, complaint, order, directive, claim, citation or notice by any governmental authority or any other person nor is any pending or to the best knowledge of the Borrower’s , each Guarantor and the Trust’s knowledge their Subsidiaries threatened, with respect to any other Real Estate, none non-compliance with or violation of the requirements of any Environmental Law by Borrower, Guarantors and their Subsidiaries or the Guarantors release, spill or discharge, threatened or actual, of any Hazardous Material or the generation, use, storage, treatment, transportation, manufacture, handling, production or disposal of any Hazardous Materials or any other environmental, health or safety matter, which affects Borrower, Guarantors, their Subsidiaries or their respective Subsidiaries businesses, operations or assets or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”), properties at which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesSubsidiaries has transported, stored or disposed of any Hazardous Materials. (bc) None Except as set forth on Schedule 8.8 hereto or as would not have a Material Adverse Effect, none of the Borrower, the Guarantors or any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, liability (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with a release, spill or discharge, threatened or actual, of any Hazardous Materials or the release of Hazardous Substances. (c) With respect to the Unencumbered Borrowing Base Propertiesgeneration, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estateuse, (i) no portion of the Real Estate has been used for the storage, treatment, transportation, manufacture, handling, processing, storage production or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental LawsMaterials. (d) None Except as set forth on Schedule 8.8 hereto or as would not have a Material Adverse Effect, each of the Borrower, Guarantors and their Subsidiaries has all licenses, permits, certificates, approvals or similar authorizations required to be obtained or filed in connection with the Guarantorsoperations of Borrower, Holdings and their respective Subsidiaries, or the Real Estate is subject to Subsidiaries under any applicable Environmental Law requiring the performance and all of Hazardous Substances site assessmentssuch licenses, permits, certificates, approvals or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein similar authorizations are valid and contemplated herebyin full force and effect.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, its Subsidiaries or, to the Guarantors best knowledge of the Borrower or their respective Subsidiaries or any of its Subsidiaries, any operator of the Real Estate, Estate or any operations thereon is in violation, or has notice of an alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiaries.Material Adverse Effect; (b) None neither the Borrower nor any of its Subsidiaries has received written notice from any Governmental Authority, or, to the best of the Borrower, the Guarantors or 's and any of their respective Subsidiaries has received notice from any third party including, without limitationits Subsidiaries' knowledge, any federal, state or local governmental authorityother third party, (i) that it any one of them has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇3▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986)▇; (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), Hazardous Substances which any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it one of them has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party Governmental Authority has conducted or has ordered that the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) ), the result of which could have a Material Adverse Effect, arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances.; (c) With respect to the Unencumbered Borrowing Base Propertiesexcept as set forth on Schedule 7.16 attached hereto, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, 's knowledge: (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate in violation of applicable Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their its Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has have been no releases (i.e. any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”dumping) or threatened Release releases of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors Borrower or their respective its Subsidiaries, which Release releases would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real EstateMaterial Adverse Effect; and (viv) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site offsite only by carriers having an identification number issued by the EPA (or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and equivalent thereof in any foreign jurisdiction), treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s 's knowledge, operating in compliance with such permits and applicable Environmental Laws.; and (d) None neither the Borrower nor any of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate its Subsidiaries has received written notice that it is subject required to conduct an environmental clean-up under any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation except as specifically set forth (i) in the written environmental site assessment reports of an Environmental Engineer provided to the Agent (A) in the case of the Initial Unencumbered Pool Properties, as of the Closing Date, or (B) with respect to other Real Estate owned as of the date hereof, on or before the date hereof, or in the case of Real Estate (other than the Initial Unencumbered Pool Properties, if any) acquired after the date hereof, the environmental site assessment reports with respect thereto provided to the Agent, or (ii) on Schedule 6.20, makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries or nor any operator of the Real Estate, nor any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Pool Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) other Real Estate and would have involves a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesUnencumbered Pool Property. (b) None of the Borrower, the Guarantors or nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case (A) involves Real Estate (other than the Unencumbered Pool Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (B) involves a Unencumbered Pool Property. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or the tenants and operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business Borrower’s, the Guarantors’ and their respective Subsidiaries’, or the tenants’ or operators’ of the Real Estate, respective businesses and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) Release or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the such Real Estate or adjacent properties properties, which Release has had or the environmentcould reasonably be expected to have a Material Adverse Effect; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, Laws (except with respect to the best of foregoing in this §6.20(c) as to any Real Estate (other than the Borrower’s Unencumbered Pool) where the foregoing has not had or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawscould not reasonably be expected to have a Material Adverse Effect). (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or Subsidiaries nor the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement in each case by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the recording of the Mortgages or to the effectiveness of any other transactions contemplated hereby except for such matters that shall be complied with as of the Closing Date. (e) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities (i) on or affecting the Real Estate (other than the Unencumbered Pool Properties) except where such existence has not had or could not be reasonably be expected to have a Material Adverse Effect, or (ii) on or affecting a Unencumbered Pool Property. (f) The Borrower has not received any written notice of any claim by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property which as to any Real Estate (other than the Unencumbered Pool Properties) has had or could reasonably be expected to have a Material Adverse Effect, nor is there any basis for such a claim.

Environmental Compliance. The Borrower has caused Phase I environmental assessments to be conducted with respect to the Mortgaged Properties and which reports are listed on Schedule 6.18, the Trust each has taken all commercially reasonable steps results of which are set forth in those certain environmental reports delivered previously to investigate the past Agent (collectively, the "Environmental Reports"). Based on the information contained in the Environmental Reports and present conditions and usage to the best of the Real Estate and the operations conducted thereon andBorrower's knowledge, based upon such investigation Borrower makes the following representations and warranties except warranties: (a) Except as specifically may be set forth in the written environmental reports provided to the Agent on Environmental Reports or before the date hereof or as set forth otherwise on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate6.18, none of the Borrower, any of the Guarantors or their respective Subsidiaries Related Companies or any operator of the Real EstateCollateral or any portion thereof, or any operations thereon is in violation, or alleged material violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental mattersmatters (hereinafter collectively referred to as the "Environmental Laws"), including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”"SARA"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic ▇▇▇▇c Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “Environmental Laws”)environment, including, without limitation, the environmental statutes, regulations, orders and decrees of the States in which any of the Mortgaged Properties may be located, which violation involves (i) any of the Unencumbered Borrowing Base Mortgaged Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesMaterial Adverse Effect. (b) None Except as set forth on Schedule 6.18 attached hereto, none of the Borrower, Borrower or the Guarantors or any of their respective Subsidiaries Related Companies has received written notice from any third party including, without limitation, limitation any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ 300 Appendix B (1986)) ; (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5▇▇ ▇.▇.▇. ▇▇.9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14ss.9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33ss.9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“"Hazardous Substances”Materials") which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor Borrower or any of their respective Subsidiaries the Related Companies conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous SubstancesMaterials. (c) With respect to Except as set forth on Schedule 6.18 attached hereto and/or in the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real EstateEnvironmental Reports, (i) no portion of the Real Estate Mortgaged Properties has been used for the handling, processing, storage or disposal of Hazardous Substances Materials except in accordance material compliance with applicable Environmental Laws in all material respectsLaws; and except as set forth on Schedule 6.18, and no underground tank or other underground storage receptacle for Hazardous Substances Materials is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the Borrower, any of the Guarantors, their Subsidiaries Related Companies or the operators of its propertiesMortgaged Properties, no Hazardous Substances Materials have been generated or are being used on the Real Estate Mortgaged Properties except in the ordinary course of business and in accordance material compliance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past present, or present to the best of Borrower's knowledge past, releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “"Release”") or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, Materials on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environmentMortgaged Properties; (iv) to the best of the Borrower’s or the Trust’s 's knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which Mortgaged Properties which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estatesuch Mortgaged Property; and (v) to the best of Borrower's knowledge, any Hazardous Substances Materials that have been generated on any of the Real Estate Mortgaged Properties have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and EPA, treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s 's knowledge, operating in material compliance with such permits and applicable Environmental Laws. (d) None . Notwithstanding that any representation contained herein may be limited to the knowledge of the Borrower, any such limitation shall not affect the Guarantors, their respective Subsidiaries, covenants specified in ss.7.10 or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated herebyelsewhere in this Agreement.

Environmental Compliance. The Borrower has obtained and provided to the Trust each has taken all commercially reasonable steps Agent, or in the case of Borrowing Base Properties acquired after the date hereof will obtain and provide to investigate the past and present conditions and usage Agent, written environmental site assessment reports of the Real Estate Environmental Engineer, which reports shall be in form and substance satisfactory to the operations conducted thereon andAgent (collectively, based upon such investigation the “Environmental Reports”). Except as set forth in the Environmental Reports with respect to Borrowing Base Properties, the Borrower makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries or nor any operator manager of the Real Estate, nor any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves a Borrowing Base Property and has had or could reasonably be expected, when taken together with other Real Estate matters covered by this §6.19 and would have a material adverse effect on §8.6, to result in liability, clean up, remediation, containment, correction or other costs to the business, assets Borrower or financial condition of the Borrower, any Guarantor individually or any in the aggregate with other Borrowing Base Properties in excess of their respective Subsidiaries$250,000.00 or could reasonably be expected to materially adversely affect the operation of or ability to use such property. (b) None of the Borrower, the Guarantors or any Guarantor nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case (i) involves Real Estate (other than the Borrowing Base Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves a Borrowing Base Property. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or the users or operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business the Borrower’s, the Guarantors’ and their respective Subsidiaries’ respective businesses and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) Release or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental LawsLaws (except with respect to the foregoing in this §6.19(c) as to (A) any Real Estate (other than the Borrowing Base Properties) where the foregoing has not had or could not reasonably be expected to have a Material Adverse Effect) and (B) any Borrowing Base Property where the foregoing has not had or could not reasonably be expected, which transporters when taken together with other matters covered by this §6.19 and facilities have been and are§8.6, to result in liability, clean up, remediation, containment, correction or other costs to the best Borrower or any Guarantor individually or in the aggregate with other Borrowing Base Properties in excess of $250,000.00 and could not reasonably be expected to materially adversely affect the Borrower’s operation of or the Trust’s knowledge, operating in compliance with ability to use such permits and applicable Environmental Lawsproperty. (d) None none of the Borrower, the Guarantors, their respective Subsidiaries, or Subsidiaries nor the Real Estate Borrowing Base Properties is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement in each case by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the recording of the Mortgages or to the effectiveness of any other transactions contemplated hereby, except for such matters with which the Borrower, the Guarantors, their respective Subsidiaries shall have complied with as of the Closing Date. (e) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities (i) on or affecting the Real Estate (other than the Borrowing Base Properties) except where such existence has not had or could not be reasonably be expected to have a Material Adverse Effect, or (ii) on or affecting a Borrowing Base Property. (f) There has been no claim by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property, nor is there any basis for such a claim, except where such existence (1) as to any Real Estate other than a Borrowing Base Property has not had or could not be reasonably be expected to have a Material Adverse Effect or (2) with respect to any Borrowing Base Property has not had or could not reasonably be expected, when taken together with other matters covered by this §6.19 and §8.6, to result in liability, clean up, remediation, containment, correction or other costs to the Borrower or any Guarantor individually or in the aggregate with other Borrowing Base Properties in excess of $250,000.00 or could not reasonably be expected to materially adversely affect the operation of or ability to use such property. (g) Except as disclosed in a report of an Environmental Engineer delivered to Agent in connection with the inclusion of Real Estate as a Borrowing Base Property, no asbestos is located in or on any Building, except for nonfriable asbestos or contained friable asbestos which is being monitored and/or remediated in accordance with the recommendations of an Environmental Engineer.

Environmental Compliance. As of the date hereof, all of the Real Estate owned by the Borrower or any of its Subsidiaries is set forth on Schedule 7.13(a) hereto and all of the Real Estate leased (as lessee or sublessee) by the Borrower or any of its Subsidiaries (other than space leases of office space) is set forth on Schedule 7.13(b) hereto. The Borrower and the Trust each has taken all commercially reasonable steps made due efforts to investigate the past and present conditions condition and usage of the Real Estate Estate, the Containers, the Generators, the Refrigeration Units and the Chassis and the operations conducted thereon andand therewith, and based upon such investigation makes the following representations and warranties except reasonable investigation, as specifically set forth in the written environmental reports provided to the Agent on or before of the date hereof or as set forth on Schedule 6.18 hereto. hereof, has determined (a) With with respect to the Unencumbered Borrowing Base PropertiesContainers, the Generators and the Real Estate listed on Schedule 7.13(a), and (b) to the best of the Borrower’s and the Trust’s its knowledge with respect to any other the Real EstateEstate listed on Schedule 7.13(b), that: (i) none of the Borrower, the Guarantors or their respective its Subsidiaries or any operator of the Real Estate, the Containers or the Generators or any operations thereon or conducted therewith is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state state, local or local foreign law, statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Properties or would have a Material Adverse Effect; (ii) other Real Estate and would have a material adverse effect on neither the business, assets or financial condition of the Borrower, any Guarantor or Borrower nor any of their respective Subsidiaries. (b) None of the Borrower, the Guarantors or any of their respective its Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (iA) that it any one of them has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986)▇; (iiB) that any hazardous waste, as defined by 42 U.S.C. §9601(56903(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or and any toxic substances, oil oil, petroleum or hazardous materials (including, without limitation, chlorofluorocarbons) or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it any one of them has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party Governmental Authority has conducted or has ordered that the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iiiC) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances.; (ciii) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, except as would not have a Material Adverse Effect: (iA) no portion of the Real Estate has Estate, nor any of the Containers or Generators, have been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateLaws; (iiB) in the course of any activities conducted by either the Borrower, the Guarantors, their Subsidiaries Borrower or the operators of its propertiesSubsidiaries, no Hazardous Substances have been generated or are being used on the Real Estate or in connection with the Containers or Generators except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iiiC) there has have been no releases (i.e. any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”dumping) or threatened Release releases of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors Borrower or their respective its Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; and (iv) to the best except as would not have a Material Adverse Effect, none of the Borrower’s or the Trust’s knowledgeBorrower and its Subsidiaries, there have been no Releases on, upon, from or into any real property in the vicinity of nor any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Laws. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency Governmental Authority or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby, or to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. The Borrower has caused Phase I and other environmental assessments or similar assessments (collectively, the Trust each has taken all commercially reasonable steps “Environmental Reports”) to be conducted to investigate the past and present conditions environmental condition and usage of the Real Estate Assets, true and complete copies of which have been delivered to the operations conducted thereon andAgent. To the Borrower’s knowledge, based upon such investigation except as otherwise expressly specified in the Environmental Reports, the Borrower makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, its Subsidiaries, the Guarantors or their respective Subsidiaries Trust or any operator of the Real EstateEstate Assets or any portion thereof, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) alleged violation has, or its remediation would have, by itself or when aggregated with all such other Real Estate and would have violations or alleged violations, a material adverse effect on the business, assets operations, assets, condition (financial or financial condition otherwise), properties or prospects of the BorrowerTrust, any Guarantor FPLP or any other member of their respective Subsidiariesthe Potomac Group, or constitutes a Disqualifying Environmental Event with respect to any of the Eligible Unencumbered Properties. (b) None of the Borrower, the Guarantors Trust or any of their respective Subsidiaries has received written notice from any third party party, including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); , (ii) that any hazardous waste, as defined by 42 U.S.C. §§ 9601(5), any hazardous substances as defined by 42 U.S.C. §§ 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor the Trust or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; , or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which event described in any such notice would have a material adverse effect on the business, operations, assets, condition (financial or otherwise), properties or prospects of the Trust, FPLP or any other member of the Potomac Group, or constitutes a Disqualifying Environmental Event with respect to any of the Eligible Unencumbered Properties. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate Assets has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the any Real Estate; Estate Assets except in accordance with applicable Environmental Laws, (ii) in the course of any activities conducted by either the Borrower, the GuarantorsTrust, their respective Subsidiaries or the operators of its propertiestheir respective properties or any ground or space tenants on any Real Estate Asset, no Hazardous Substances have been generated or are being used on the such Real Estate Asset except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; Laws, (iii) there has been no present or past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; Assets in violation of applicable Environmental Laws, (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, in violation of applicable Environmental Laws upon, from or into any real property in the vicinity of any of the Real Estate which Assets which, through soil or groundwater contamination, may have come to be located onon such Real Estate Asset, and which would have a material adverse effect on the value of, the Real Estate; and (v) to the best of Borrower’s Knowledge, any Hazardous Substances that have been generated on any of the Real Estate Assets during ownership thereof by the Borrower, the Trust, their respective Subsidiaries or the operations of their respective properties have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in compliance with all applicable Environmental Laws; any of which events described in clauses (i) through (v) above would have a material adverse effect on the business, which transporters and facilities have been and areoperations, to the best assets, condition (financial or otherwise), properties or prospects of the Borrower’s Trust, FPLP or any other member of the Trust’s knowledgePotomac Group, operating in compliance or constitutes a Disqualifying Environmental Event with such permits and applicable Environmental Lawsrespect to any of the Eligible Unencumbered Properties. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, Trust or any of the Real Estate Assets is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement statement, by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Mortgaged Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the Borrower, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Mortgaged Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiaries. (b) None of the Borrower, the Guarantors or any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. (c) With respect to the Unencumbered Borrowing Base Mortgaged Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Laws. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement (i) by virtue of the transactions set forth herein and contemplated hereby, or (ii) as a condition to the recording of the Security Deeds or to the effectiveness of any other transactions contemplated hereby. (e) As of the date hereof, the Environmental Insurance Policy is in full force and effect, and Borrower has performed all of its obligations thereunder to prevent the termination thereof. As of the date hereof, “Total all Losses” within the meaning of the Environmental Insurance Policy, claimed by Borrower is not in excess of $500,000.00.

Environmental Compliance. As of the Closing Date, all of the Real Estate owned by the Borrower or any of its Subsidiaries is set forth on Schedule 7.13(a) hereto and all of the Real Estate leased (as lessee or sublessee) by the Borrower or any of its Subsidiaries (other than space leases of office space) is set forth on Schedule 7.13(b) hereto. The Borrower and the Trust each has taken all commercially reasonable steps made due efforts to investigate the past and present conditions condition and usage of the Real Estate Estate, the Containers, the Generators, the Refrigeration Units and the Chassis and the operations conducted thereon andand therewith, and based upon such investigation makes the following representations and warranties except reasonable investigation, as specifically set forth in the written environmental reports provided to the Agent on or before of the date hereof or as set forth on Schedule 6.18 hereto. hereof, has determined (a) With with respect to the Unencumbered Borrowing Base PropertiesContainers, the Generators and the Real Estate listed on Schedule 7.13(a), and (b) to the best of the Borrower’s and the Trust’s its knowledge with respect to any other the Real EstateEstate listed on Schedule 7.13(b), that: (i) none of the Borrower, the Guarantors or their respective its Subsidiaries or any operator of the Real Estate, the Containers or the Generators or any operations thereon or conducted therewith is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state state, local or local foreign law, statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Properties or would have a Material Adverse Effect; (ii) other Real Estate and would have a material adverse effect on neither the business, assets or financial condition of the Borrower, any Guarantor or Borrower nor any of their respective Subsidiaries. (b) None of the Borrower, the Guarantors or any of their respective its Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (iA) that it any one of them has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986)▇; (iiB) that any hazardous waste, as defined by 42 U.S.C. §9601(56903(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or and any toxic substances, oil oil, petroleum or hazardous materials (including, without limitation, chlorofluorocarbons) or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it any one of them has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party Governmental Authority has conducted or has ordered that the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iiiC) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances.; (ciii) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, except as would not have a Material Adverse Effect: (iA) no portion of the Real Estate has Estate, nor any of the Containers or Generators, have been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateLaws; (iiB) in the course of any activities conducted by either the Borrower, the Guarantors, their Subsidiaries Borrower or the operators of its propertiesSubsidiaries, no Hazardous Substances have been generated or are being used on the Real Estate or in connection with the Containers or Generators except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iiiC) there has have been no releases (i.e. any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”dumping) or threatened Release releases of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors Borrower or their respective its Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; and (iv) to the best except as would not have a Material Adverse Effect, none of the Borrower’s or the Trust’s knowledgeBorrower and its Subsidiaries, there have been no Releases on, upon, from or into any real property in the vicinity of nor any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Laws. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency Governmental Authority or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby, or to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions condition and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties diligent investigation, has determined that except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 8.18 hereto.: -------- ---- (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the Borrower, the Guarantors or their respective its Subsidiaries or any operator of the Real Estate, Estate or any operations thereon is in violation, or has received written notice of an alleged violation, in any material respect violation of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“"▇▇▇▇”"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “"Environmental Laws”"), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the BorrowerBorrower and its Subsidiaries, any Guarantor or any of their respective Subsidiaries.considered as a whole; (b) None of neither the Borrower, the Guarantors or Borrower nor any of their respective its Subsidiaries has received notice from any third party including, without limitation, : any federal, state or local governmental authority, (i) that it any one of them has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), Hazardous Substance which any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it one of them has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances.Substances which claim, cause of action or proceeding could have any of the effects described in (S)8.7; (c) With respect to during the Unencumbered Borrowing Base Propertiesperiod of the Borrower's or its Subsidiaries' ownership, and to the best of the Borrower’s and the Trust’s 's knowledge with respect to any other Real Estate, all periods prior thereto: (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except in accordance with any applicable Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their its Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has have been no releases (i.e. any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”dumping) or threatened Release releases of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors Borrower or their respective its Subsidiaries, which Release releases would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s 's knowledge, there have been no Releases releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) in addition, any Hazardous Substances hazardous waste, as defined by 42 U.S.C. (S)6903(5) that have has been generated on any of the Real Estate have has been transported off-site offsite only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and EPA, treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s 's knowledge, operating in compliance with such permits and applicable Environmental Laws.; and (d) None of the Borrower, the Guarantors, their respective Borrower and its Subsidiaries, any Mortgaged Property or any of the other Real Estate is subject to any applicable Environmental Law environmental law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the recording of any Mortgage or to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has Borrowers have taken or caused to be taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation investigation, makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 heretowarranties. (a) With respect to the Unencumbered Borrowing Base Operating Properties, and to the best of the Borrower’s and the Trust’s Borrowers' knowledge with respect to any other Real Estate, except as set forth in Schedule 6.17, none of the Borrower, the Guarantors Borrowers or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“"▇▇▇▇”"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “"Environmental Laws”"), which violation involves (i) any of the Unencumbered Borrowing Base Operating Properties or (ii) other Real Estate and would have a material adverse effect on the environment or the business, assets or financial condition of the Borrower, any Guarantor Borrowers or any of their respective Subsidiaries. Although not a violation of any Environmental Law, Borrowers have disclosed to Agent that the Unencumbered Operating Properties commonly known as Preston Greens, Post Oak and Fountaingate/Willow Creek contain elevated levels of lead in the drinking water as described in environmental reports previously submitted to Agent. (b) None of Neither the Borrower, the Guarantors or Borrowers nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §Section 9601(5), any hazardous substances as defined by 42 U.S.C. §Section 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §Section 9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“"Hazardous Substances”") which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor Borrowers or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. (c) With respect to the Unencumbered Borrowing Base Operating Properties, and to the best of the Borrower’s and the Trust’s knowledge Borrowers' knowledge, with respect to any other Real Estate, except as set forth in Schedule 6.17, or in the case of Real Estate acquired after the date hereof, except as may be disclosed in writing to the Agent upon the acquisition of the same: (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the such Real Estate; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, Borrowers or any of their respective Subsidiaries or the operators of its any of their properties, no Hazardous Substances have been generated or are being used on the Real Estate of such Person except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “"Release”") or threatened Release of Hazardous Substances on, upon, into or from any of the such Real Estate, or, to the best of the Borrower’s or the Trust’s Borrowers' knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors Borrowers or any of their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the such Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s Borrowers' knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the such Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the such Real Estate; and (v) any Hazardous Substances that have been generated on any of the such Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, Borrowers' knowledge operating in compliance with such permits and applicable Environmental Laws. Upon the receipt by the Agent of any such disclosure, the Agent shall promptly notify the Banks thereof. (d) None of Neither the Borrower, the GuarantorsBorrowers, their respective Subsidiaries, or the Subsidiaries nor any Real Estate of such Person is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has taken or caused to be taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation investigation, makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 heretowarranties. (a) With respect to the Unencumbered Borrowing Base Operating Properties, and to the best of the Borrower’s and the Trust’s 's knowledge with respect to any other Real Estate, except as set forth in Schedule 6.17, none of the Borrower, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”"SARA"), the Federal Clean C▇▇▇▇ Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “"Environmental Laws”"), which violation involves (i) any of the Unencumbered Borrowing Base Operating Properties or (ii) other Real Estate and would have a material adverse effect on the environment or the business, assets or financial condition of the Borrower, any Guarantor the Guarantors or any of their respective Subsidiaries. Although not a violation of any Environmental Law, Borrower has disclosed to Agent that the Unencumbered Operating Properties commonly known as Preston Greens, Post Oak and Fountaingate/Willow Creek contain elevated levels of lead in the drinking water as described in environmental reports previously submitted to Agent. (b) None of Neither the Borrower, the Guarantors or nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part 300 Appendix B (1986); (▇▇) ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any y hazardous waste, as defined by 42 U.S.C. §Section 9601(5), any hazardous substances as defined by 42 U.S.C. §Section 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §Section 9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“"Hazardous Substances”") which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor the Guarantors or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. (c) With respect to the Unencumbered Borrowing Base Operating Properties, and to the best of the Borrower’s and the Trust’s knowledge 's knowledge, with respect to any other Real Estate, except as set forth in Schedule 6.17, or in the case of Real Estate acquired after the date hereof, except as may be disclosed in writing to the Agent upon the acquisition of the same: (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the such Real Estate; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, Guarantors or any of their respective Subsidiaries or the operators of its any of their properties, no Hazardous Substances have been generated or are being used on the Real Estate of such Person except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “"Release”") or threatened Release of Hazardous Substances on, upon, into or from any of the such Real Estate, or, to the best of the Borrower’s or the Trust’s 's knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or any of their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the such Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s 's knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the such Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the such Real Estate; and (v) any Hazardous Substances that have been generated on any of the such Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, 's knowledge operating in compliance with such permits and applicable Environmental Laws. Upon the receipt by the Agent of any such disclosure, the Agent shall promptly notify the Banks thereof. (d) None of Neither the Borrower, the Guarantors, their respective Subsidiaries, or the Subsidiaries nor any Real Estate of such Person is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. (a) The Borrower and each Subsidiary has received all permits and filed all notifications necessary under and is otherwise in compliance in all material respects with all federal, state and local laws, rules and regulations governing the Trust each has taken all commercially reasonable steps to investigate the past control, removal, storage, transportation, spill, release or discharge of hazardous or toxic wastes, substances and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the Borrower, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matterspetroleum products, including, without limitation, those arising as provided in the provisions of and the regulations under the Resource Conservation and Recovery Act (“RCRA”), i) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 1980, as amended (“CERCLA”), by the Superfund Amendments Amendment and Reauthorization Act of 1986 1986, (“▇▇▇▇”)ii) the Solid Waste Disposal Act, (iii) the Federal Clean Water Act, Act and the Federal Clean Air Act, (iv) the Toxic Substances Control Hazardous Materials Transportation Act, (v) the Resource Conservation and Recovery Act of 1976 and (vi) the Federal Water Pollution Control Act Amendments of 1972 (all of the foregoing enumerated and non-enumerated statutes, including without limitation any applicable state or local statutes, all as amended, collectively, the "Environmental Control Statutes"). ------------------------------ (b) The Borrower has not, and no Subsidiary has, given any written or oral notice to the Environmental Protection Agency ("EPA") or any state or local statute--- agency with regard to any actual or imminently threatened removal, regulationstorage, ordinancetransportation, order spill, release or decree relating to the environment (hereinafter “Environmental Laws”)discharge of hazardous or toxic wastes, which violation involves substances or petroleum products either (i) any of on properties owned or leased by the Unencumbered Borrowing Base Properties Borrower or such Subsidiary or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiaries. (b) None of the Borrower, the Guarantors or any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever otherwise in connection with the release conduct of Hazardous Substancesits business and operations. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no portion of the Real Estate The Borrower has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsnot, and no underground tank or other underground storage receptacle Subsidiary has, received notice that it is potentially responsible for Hazardous Substances is located on any portion costs of the Real Estate; (ii) in the course clean-up of any activities conducted by either the Borroweractual or imminently threatened spill, the Guarantors, their Subsidiaries release or the operators discharge of its properties, no Hazardous Substances have been generated hazardous or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable toxic wastes or substances or petroleum products pursuant to any Environmental Laws in all material respects; Control Statute. (iiid) there has been no past No judicial proceedings or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing governmental or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estateadministrative action is pending, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties knowledge of the Borrower, threatened, under any Environmental Control Statute to which the Guarantors Borrower or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of its Subsidiaries is named as a party with respect to the Real Estate or adjacent properties Properties or the environment; (iv) business conducted at the Properties, nor are there any consent decrees or other decrees, consent orders, administrative orders or other orders, or other administrative or judicial requirements outstanding under any Environmental Control Statute with respect to the best of the Borrower’s Properties or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawsbusiness. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, its Subsidiaries or, to the Guarantors best knowledge of the Borrower or their respective Subsidiaries or any of its Subsidiaries, any operator of the Real Estate, Estate or any operations thereon is in violation, or has notice of an alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiaries.Material Adverse Effect; (b) None neither the Borrower nor any of its Subsidiaries has received written notice from any Governmental Authority, or, to the best of the Borrower, the Guarantors or 's and any of their respective Subsidiaries has received notice from any third party including, without limitationits Subsidiaries' knowledge, any federal, state or local governmental authorityother third party, (i) that it any one of them has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986)▇; (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), Hazardous Substances which any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it one of them has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party Governmental Authority has conducted or has ordered that the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) ), the result of which could have a Material Adverse Effect, arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances.; (c) With respect to the Unencumbered Borrowing Base Propertiesexcept as set forth on SCHEDULE 7.16 attached hereto, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, 's knowledge: (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate in violation of applicable Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their its Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has have been no releases (i.e. any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”dumping) or threatened Release releases of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors Borrower or their respective its Subsidiaries, which Release releases would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real EstateMaterial Adverse Effect; and (viv) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site offsite only by carriers having an identification number issued by the EPA (or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and equivalent thereof in any foreign jurisdiction), treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s 's knowledge, operating in compliance with such permits and applicable Environmental Laws.; and (d) None neither the Borrower nor any of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate its Subsidiaries has received written notice that it is subject required to conduct an environmental clean-up under any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has caused environmental assessments to be conducted and/or taken all commercially reasonable other steps to investigate the past and present conditions environmental condition and usage of the Real Estate and the operations conducted thereon and, based thereon. Based upon such investigation makes the following representations and warranties assessments and/or investigation, except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.or in any update to Schedule 6.18 in the case of any new Real Estate that becomes an Unencumbered Property under this Agreement after the Closing Date, to the Borrower’s knowledge, the Borrower represents and warrants that as of the Closing Date as to all Real Estate held by it as of the Closing Date and as of the date any new Real Estate becomes an Unencumbered Property under this Agreement as to such new Unencumbered Property: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or any Guarantor, any of their respective Subsidiaries or any operator of the Real EstateEstate or any portion thereof, or any operations thereon is in violation, or alleged violationviolation (in writing), in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇S▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, ordinance or order or decree relating to health, safety or the environment (hereinafter “Environmental Laws”), which violation involves or alleged violation (iin writing) any of the Unencumbered Borrowing Base Properties has, or (ii) its remediation would have, by itself or when aggregated with all such other Real Estate and would have violations or alleged violations, a material adverse effect on the business, assets Material Adverse Effect or financial condition of the Borrower, any Guarantor or any of their respective Subsidiariesconstitutes a Disqualifying Environmental Event. (b) None of the Borrower, the Guarantors any Guarantor or any of their respective Subsidiaries has received notice from any third party party, including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇3▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); , (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(56903(5), any hazardous substances as defined by 42 U.S.C. §§ 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; , or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances; which event described in any such notice would have a Material Adverse Effect or constitutes a Disqualifying Environmental Event. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the any Real Estate; Estate except in accordance with applicable Environmental Laws, (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or to the knowledge of the Borrower, without any independent inquiry other than as set forth in the environmental assessments, the operators of its propertiesthe Real Estate, or any ground or space tenants on any Real Estate, no Hazardous Substances have been generated or are being used on the such Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; Laws, (iii) there has been no present or past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best knowledge of the Borrower’s or Borrower without any independent inquiry other than as set forth in the Trust’s knowledgeenvironmental assessments, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the such Real Estate; , and (v) any Hazardous Substances that have been generated on by the Borrower or a Guarantor or any of their respective Subsidiaries at any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and EPA, treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws; any of which events described in clauses (i) through (v) above would have a Material Adverse Effect, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable constitutes a Disqualifying Environmental LawsEvent. (d) None By virtue of the use of the Loans proceeds contemplated hereby, or as a condition to the effectiveness of any of the Loan Documents, none of the Borrower, the Guarantors, their respective Subsidiaries, any Guarantor or any of the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated herebystatement.

Environmental Compliance. The Borrower has caused Phase I and other environmental assessments or similar assessments (collectively, the Trust each has taken all commercially reasonable steps “Environmental Reports”) to be conducted to investigate the past and present conditions environmental condition and usage of the Real Estate Assets, true and complete copies of which have been delivered to the operations conducted thereon andAgent. To the Borrower’s knowledge, based upon such investigation except as otherwise expressly specified in the Environmental Reports, the Borrower makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, its Subsidiaries, the Guarantors or their respective Subsidiaries Trust or any operator of the Real EstateEstate Assets or any portion thereof, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) alleged violation has, or its remediation would have, by itself or when aggregated with all such other Real Estate and would have violations or alleged violations, a material adverse effect on the business, assets operations, assets, condition (financial or financial condition otherwise), properties or prospects of the BorrowerTrust, any Guarantor FPLP or any other member of their respective Subsidiariesthe Potomac Group, or constitutes a Disqualifying Environmental Event with respect to any of the Eligible Borrowing Base Properties. (b) None of the Borrower, the Guarantors Trust or any of their respective Subsidiaries has received written notice from any third party party, including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); , (ii) that any hazardous waste, as defined by 42 U.S.C. §§ 9601(5), any hazardous substances as defined by 42 U.S.C. §§ 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor the Trust or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; , or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. , which event described in any such notice would have a material adverse effect on the business, operations, assets, condition (c) With respect to the Unencumbered Borrowing Base Propertiesfinancial or otherwise), and to the best properties or prospects of the Borrower’s and Trust, FPLP or any other member of the Trust’s knowledge Potomac Group, or constitutes a Disqualifying Environmental Event with respect to any other Real Estate, of the Eligible Borrowing Base Properties. (i) no No portion of the Real Estate Assets has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the any Real Estate; Estate Assets except in accordance with applicable Environmental Laws, (ii) in the course of any activities conducted by either the Borrower, the GuarantorsTrust, their respective Subsidiaries or the operators of its propertiestheir respective properties or any ground or space tenants on any Real Estate Asset, no Hazardous Substances have been generated or are being used on the such Real Estate Asset except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; Laws, (iii) there has been no present or past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; Assets in violation of applicable Environmental Laws, (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, in violation of applicable Environmental Laws upon, from or into any real property in the vicinity of any of the Real Estate which Assets which, through soil or groundwater contamination, may have come to be located onon such Real Estate Asset, and which would have a material adverse effect on the value of, the Real Estate; and (v) to the best of Borrower’s knowledge, any Hazardous Substances that have been generated on any of the Real Estate Assets during ownership thereof by the Borrower, the Trust, their respective Subsidiaries or the operations of their respective properties have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in compliance with all applicable Environmental Laws; any of which events described in clauses (i) through (v) above would have a material adverse effect on the business, which transporters and facilities have been and areoperations, to the best assets, condition (financial or otherwise), properties or prospects of the Borrower’s Trust, FPLP or any other member of the Trust’s knowledgePotomac Group, operating in compliance or constitutes a Disqualifying Environmental Event with such permits and applicable Environmental Lawsrespect to any of the Eligible Borrowing Base Properties. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, Trust or any of the Real Estate Assets is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement statement, by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. (a) The Borrower and each Subsidiary has received all permits and filed all notifications necessary under and is otherwise in compliance in all material respects with all federal, state and local laws, rules and regulations governing the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage control, removal, storage, transportation, spill, release or discharge of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the Borrower, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental mattersHazardous Materials, including, without limitation, those arising as provided in the provisions of and the regulations under the Resource Conservation and Recovery Act (“RCRA”), i) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 1980, as amended (“CERCLA”), by the Superfund Amendments Amendment and Reauthorization Act of 1986 1986, (“▇▇▇▇”)ii) the Solid Waste Disposal Act, (iii) the Federal Clean Water Act, Act and the Federal Clean Air Act, (iv) the Toxic Substances Control Hazardous Materials Transportation Act, (v) the Resource Conservation and Recovery Act of 1976 and (vi) the Federal Water Pollution Control Act Amendments of 1972 (all of the foregoing enumerated and nonenumerated statutes, including without limitation any applicable state or local statutes, all as amended, collectively, the "ENVIRONMENTAL CONTROL STATUTES"). (b) Neither the Borrower nor any Subsidiary has given any written or oral notice to the Environmental Protection Agency ("EPA") or any state or local statuteagency with regard to any actual or imminently threatened removal, regulationstorage, ordinancetransportation, order spill, release or decree relating to the environment (hereinafter “Environmental Laws”), which violation involves discharge of Hazardous Wastes either (i) any of on properties owned or leased by the Unencumbered Borrowing Base Properties Borrower or such Subsidiary or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiaries. (b) None of the Borrower, the Guarantors or any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever otherwise in connection with the release conduct of Hazardous Substancesits business and operations. (c) With respect to Neither the Unencumbered Borrowing Base PropertiesBorrower nor any Subsidiary has received notice that it is potentially responsible for costs of clean-up of any actual or imminently threatened spill, and to the best release or discharge of the Borrower’s and the Trust’s knowledge with respect Hazardous Wastes pursuant to any other Real Estate, Environmental Control Statute. (id) no portion of the Real Estate has been used for the handling, processing, storage No judicial proceedings or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank governmental or other underground storage receptacle for Hazardous Substances administrative action is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estatepending, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties knowledge of the Borrower, threatened, under any Environmental Control Statute to which the Guarantors Borrower or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of its Subsidiaries is named as a party with respect to the Real Estate or adjacent properties Properties or the environment; (iv) business conducted at the Properties, nor are there any consent decrees or other decrees, consent orders, administrative orders or other orders, or other administrative or judicial requirements outstanding under any Environmental Control Statute with respect to the best of the Borrower’s Properties or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawsbusiness. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower has obtained and provided to the Trust each has taken all commercially reasonable steps Agent, or in the case of Borrowing Base Properties acquired after the date hereof will obtain and provide to investigate the past and present conditions and usage Agent, written environmental site assessment reports of the Real Estate and Environmental Engineer (collectively, the operations conducted thereon and“Environmental Reports”). Except as set forth in the Environmental Reports with respect to Borrowing Base Properties or as disclosed on Schedule 6.19 attached hereto, based upon such investigation the Borrower makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries or nor, to the best knowledge of the Borrower, any operator of the Real Estate, nor any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) other Real Estate and would have involves a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesBorrowing Base Property. (b) None of the Borrower, the Guarantors or any Guarantor nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case (i) involves Real Estate (other than the Borrowing Base Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves a Borrowing Base Property. (c) With respect (i) Since the date of acquisition of title to the Unencumbered Borrowing Base PropertiesReal Estate by the Borrower, the Guarantors or their respective Subsidiaries, and to the best knowledge of the Borrower’s and , prior to the Trust’s knowledge with respect to any other Real Estatedate of acquisition, (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or or, to the best knowledge of Borrower, the tenants and operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business the Borrower’s, the Guarantors’ and their respective Subsidiaries’, or the tenants’ or operators’ of the Real Estate, respective businesses and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) since the date of acquisition of title to the Real Estate by the Borrower, the Guarantors or their respective Subsidiaries, and to the best knowledge of the Borrower, prior to the date of acquisition, there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) Release or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best knowledge of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) since the date of acquisition of title to the Real Estate by the Borrower, the Guarantors or their respective Subsidiaries, and to the best knowledge of the Borrower, prior to the date of acquisition, any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, Laws (except with respect to the best of foregoing in this §6.19(c) as to any Real Estate (other than the Borrower’s Borrowing Base Properties) where the foregoing has not had or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawscould not reasonably be expected to have a Material Adverse Effect). (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or Subsidiaries nor the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement in each case by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby, except for such matters with which the Borrower, the Guarantors, their respective Subsidiaries shall have complied with as of the Closing Date. (e) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities (i) on or affecting the Real Estate (other than the Borrowing Base Properties) except where such existence has not had or could not be reasonably be expected to have a Material Adverse Effect, or (ii) on or affecting a Borrowing Base Property. (f) There has been no written claim against the Borrower, the Guarantors or their respective Subsidiaries or to the knowledge of Borrower, against any other Person, by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property, nor is there any basis for such a claim.

Environmental Compliance. The Borrower and has delivered to the Trust each has taken all commercially reasonable steps Agent the Environmental Reports with respect to investigate the past and present conditions and usage of Mortgaged Properties which are listed on Schedule 6.18. Except as may be set forth in the Environmental Reports with respect to the Mortgaged Properties, or as described on Schedule 6.18 or in the Equity Prospectus with respect to the other Real Estate and the operations conducted thereon andAssets, based upon such investigation Borrower makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to To the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate's knowledge, none of the Borrower, any Guarantor, any of the Guarantors or their respective Subsidiaries Related Companies or any operator of the Real EstateEstate or any portion thereof, or any operations thereon is in violation, or alleged material violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“"▇▇▇▇”"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment environment, including, without limitation, the environmental statutes, regulations, orders and decrees of the States in which any of the Real Estate may be located (hereinafter “collectively referred to as the "Environmental Laws”"), which violation either involves (i) any of the Unencumbered Borrowing Base Mortgaged Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesMaterial Adverse Effect. (b) None of the Borrower, Prime, the Guarantors or any of their respective Subsidiaries the Related Companies has received written notice from any third party including, without limitation, limitation any federal, state or local governmental authorityauthority with respect to any of the Mortgaged Properties, or with respect to any other Real Estate if the same would have a Material Adverse Effect, (i) that it has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §Section 9601(5), any hazardous substances as defined by 42 U.S.C. §Section 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §Section 9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“"Hazardous Substances”Materials") which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries the Related Companies conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous SubstancesMaterials. (ci) With respect to the Unencumbered Borrowing Base Properties, and to To the best of the Borrower’s and the Trust’s 's knowledge with respect to any other Real Estate, (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances Materials except in accordance material compliance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances Materials is located on any portion of the Real EstateEstate except in material compliance with applicable Environmental Laws; (ii) to the best of Borrower's knowledge, in the course of any activities conducted by either the Borrower, any Guarantor, any of the Guarantors, their Subsidiaries Related Companies or the operators of its propertiesany Real Estate, any ground or space tenants on any Real Estate, no Hazardous Substances Materials have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance material compliance with applicable Environmental Laws Laws, which in all material respectsthe case of Real Estate other than the Mortgaged Properties would have a Material Adverse Effect; (iii) there has been no past present, or present to the best of Borrower's knowledge past, releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “"Release”") or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, Materials on, upon, into or from the Mortgaged Properties or the other properties of the Borrower, the Guarantors or their respective SubsidiariesReal Estate, which Release in the case of Real Estate other than the Mortgaged Properties would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environmentMaterial Adverse Effect and; (iv) to the best of the Borrower’s or the Trust’s 's knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real EstateMaterial Adverse Effect; and (v) notwithstanding that any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, representation contained herein may be limited to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Laws. (d) None knowledge of the Borrower, any such limitation shall not affect the Guarantors, their respective Subsidiaries, covenants specified in Section 7.10 or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated herebyelsewhere in this Agreement.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to Each Borrower and each Subsidiary has received all permits and filed all notifications necessary under and is otherwise in compliance in all material respects with all federal, state and local laws, rules and regulations governing the Unencumbered Borrowing Base Propertiescontrol, removal, storage, transportation, spill, release or discharge of hazardous or toxic wastes, substances and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the Borrower, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matterspetroleum products, including, without limitation, those arising as provided in the provisions of and the regulations under the Resource Conservation and Recovery Act (“RCRA”), i) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 1980, as amended (“CERCLA”), by the Superfund Amendments Amendment and Reauthorization Act of 1986 1986, (“▇▇▇▇”)ii) the Solid Waste Disposal Act, (iii) the Federal Clean Water Act, Act and the Federal Clean Air Act, (iv) the Toxic Substances Control Hazardous Materials Transportation Act, (v) the Resource Conservation and Recovery Act of 1976 and (vi) the Federal Water Pollution Control Act Amendments of 1972 (all of the foregoing enumerated and non-enumerated statutes, including without limitation any applicable state or local statutes, all as amended, collectively, the "Environmental Control Statutes"). ------------------------------ (b) No Borrower or Subsidiary has given any written or oral notice to the Environmental Protection Agency ("EPA") or any state or local statuteagency with regard --- to any actual or imminently threatened removal, regulationstorage, ordinancetransportation, order spill, release or decree relating to the environment (hereinafter “Environmental Laws”)discharge of hazardous or toxic wastes, which violation involves substances or petroleum products either (i) any of the Unencumbered Borrowing Base Properties on properties owned or leased by such Borrower or such Subsidiary or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiaries. (b) None of the Borrower, the Guarantors or any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever otherwise in connection with the release conduct of Hazardous Substancesits business and operations. (c) With respect to the Unencumbered Borrowing Base PropertiesNo Borrower or Subsidiary has received notice that it is potentially responsible for costs of clean-up of any actual or imminently threatened spill, and to the best release or discharge of the Borrower’s and the Trust’s knowledge with respect hazardous or toxic wastes or substances or petroleum products pursuant to any other Real Estate, Environmental Control Statute. (id) no portion of the Real Estate has been used for the handling, processing, storage No judicial proceedings or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank governmental or other underground storage receptacle for Hazardous Substances administrative action is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estatepending, or, to the best knowledge of the Borrower’s Borrowers, threatened, under any Environmental Control Statute to which the Borrowers or any of their Subsidiaries is named as a party with respect to the Properties or the Trust’s knowledgebusiness conducted at the Properties, onnor are there any consent decrees or other decrees, uponconsent orders, into administrative orders or from the other properties of the Borrowerorders, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of other administrative or judicial requirements outstanding under any of the Real Estate or adjacent properties or the environment; (iv) Environmental Control Statute with respect to the best of the Borrower’s Properties or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawsbusiness. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower Each of the Borrowers and the Trust each has their Restricted Subsidiaries have taken all commercially reasonable steps to investigate the past and present conditions condition and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties reasonable investigation, has determined that: (a) except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 8.15 attached hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the BorrowerBorrowers, the Guarantors or none of their respective Restricted Subsidiaries or nor any operator of the Real Estate, Estate or any operations thereon is in violation, or alleged violation, in any material respect of any federal, state, county, regional, local, foreign or provincial judgment, decree, directive order, law, license, rule permit, rule, regulation, code or regulation ordinance pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any Canadian, European Union, Dutch, Australian, federal, provincial, state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment or otherwise relating to land use or occupation of land or buildings, heritage preservation, protection or conservation of natural or cultural sources, pollution or contamination of air, water or soil, waste or chemical disposal, toxic, hazardous, poisonous, or dangerous substances or noise or odor (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would could have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiaries.Material Adverse Effect; (b) None except as set forth in Schedule 8.15 attached hereto, none of the Borrower, the Guarantors or Borrowers nor any of their respective Restricted Subsidiaries has received notice from any third party including, without limitation, any Canadian, European Union, Dutch, Australian, federal, provincial, state or local governmental authority, (i) that it any one of them has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986)▇; (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5)6903(5) or by any applicable Environmental Laws, any hazardous substances as defined by 42 U.S.C. §9601(14)) or by any applicable Environmental Laws, any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or by any applicable Environmental Laws and any toxic substances, oil or hazardous materials or other chemicals or substances regulated by or forming the basis of liability under any Environmental Laws (“Hazardous Substances”) which it any one of them has generated, transported or disposed of have has been found at any site at which a federal, provincial, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor Borrowers or any of their respective Restricted Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances., in each case which has or has the potential of having a Material Adverse Effect; (c) With respect to the Unencumbered Borrowing Base Properties, and except as set forth on Schedule 8.15 attached hereto: (i) to the best knowledge of the each Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances which would have a Material Adverse Effect, except for handling, processing or storage of Hazardous Substances in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateLaws; (ii) in the course of any activities conducted by either the any Borrower, the Guarantors, their its Restricted Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) to the best knowledge of each Borrower, there has have been no releases (i.e. any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”dumping) or threatened Release releases of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors any Borrower or their respective its Restricted Subsidiaries, which Release releases would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best knowledge of the each Borrower’s or the Trust’s knowledge, there have been no Releases releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) in addition, to the best knowledge of each Borrower, (i) any Hazardous Substances that have been generated on any of the Real Estate located in the United States after the effective date of RCRA and applicable regulations have been transported off-site offsite only by carriers having an identification number issued by the EPA (ii) any Hazardous Substances that have been generated by any Borrower or approved by a state or local environmental regulatory authority having jurisdiction regarding any of its Restricted Subsidiaries on any of the transportation of such substance and Real Estate located in nations other than the United States have been transported offsite in accordance with applicable Environmental Laws, (iii) all Hazardous Substances generated on any Real Estate have been treated or disposed of at off-site locations only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which and (iv) all transporters and facilities referenced in clauses (i) through (iii) hereof have been and are, to the best of the Borrower’s or the Trust’s knowledge, are operating in compliance with such permits and applicable Environmental Laws.; and (d) None except as listed on Schedule 8.15 hereto, none of the Borrower, the Guarantors, Borrowers and their respective Restricted Subsidiaries, or nor any of the Real Estate Estate, is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. The To the best of the knowledge and belief of the Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon andREA, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental site assessment reports of the Environmental Engineer provided to the Agent on or before the date hereof hereof, or as set forth on Schedule 6.18 hereto.in the case of Real Estate acquired after the date hereof, the environmental site assessment reports with respect thereto provided to the Agent: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of Neither the Borrower, the Guarantors or REA, any Guarantor, their respective Subsidiaries or nor any operator of the Real Estate, or nor any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“"▇▇▇▇”"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “"Environmental Laws”"), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the environment or the business, assets or financial condition of the Borrower, any Guarantor REA, the Guarantors or any of their respective Subsidiaries. (b) None of Neither the Borrower, the Guarantors or REA, any Guarantor nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §Section 9601(5), any hazardous substances as defined by 42 U.S.C. §Section 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §Section 9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“"Hazardous Substances”") which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, REA, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the Borrower, the GuarantorsREA, any Guarantor, their respective Subsidiaries or the operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (other than the storing of materials in reasonable quantities to the extent necessary for the operation of an office building in the ordinary course of business, and in any event in compliance with all Environmental Laws) (a “"Release”") or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors REA, any Guarantor or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Laws. (d) None of Neither the Borrower, the GuarantorsREA, any Guarantor, their respective Subsidiaries, or Subsidiaries nor the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the recording of the Mortgages or to the effectiveness of any other transactions contemplated hereby. (e) None of the following are or will be located in, on, under or constitute a part of the Real Estate: asbestos or asbestos-containing material in any form or condition; urea formaldehyde insulation; or transformers or other equipment which contain dielectric fluid containing polychlorinated biphenyls. (f) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities on or affecting the Real Estate. (g) There has been no claim by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property nor is there any knowledge of any basis for such a claim.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable ------------------------ necessary steps to investigate the past and present conditions condition and usage of the its Real Estate and the operations conducted thereon and, based upon such investigation diligent investigation, makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.representations: (a) With respect to the Unencumbered Borrowing Base Properties, The Borrower and to the best each of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the Borrower, the Guarantors or their respective its Subsidiaries or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive compliance with all applicable Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree Laws relating to the environment (hereinafter “operation of its business and the use and occupancy of any Real Estate. There is no pending or threatened civil or criminal litigation, written notice of violation, formal administrative proceeding, or investigation, inquiry or information request by any governmental entity relating to any Environmental Laws”), which violation involves (i) any of Law involving the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries. (b) None Except as set forth in Schedule 5.25, there have been no releases ------------- of any Materials of Environmental Concern into the Borrowerenvironment at any parcel of Real Estate or any facility formerly or currently owned, operated or controlled by the Guarantors Borrower or any of their respective Subsidiaries its Subsidiaries. With respect to any such releases of any Materials of Environmental Concern, the Borrower has received notice from given all required notices to government entities. The Borrower is not aware of any third party includingreleases of Materials of Environmental Concern at parcels of Real Estate or facilities other than those owned, without limitation, any federal, state operated or local governmental authority, (i) that it has been identified controlled by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries conduct a remedial investigationthat could reasonably be expected to have an impact on the Real Estate or facilities owned, removal operated or other response action pursuant to controlled by the Borrower or any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substancesits Subsidiaries. (c) With respect Set forth in Schedule 5.25 is a list of all environmental reports, ------------- investigations and audits relating to premises currently or previously owned or operated by the Unencumbered Borrowing Base Properties, Borrower and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, its Subsidiaries (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real Estate; (ii) in the course of any activities whether conducted by either the Borrower, the Guarantors, their Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties behalf of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of its Subsidiaries or a third party, and whether done at the Real Estate initiative of the Borrower or adjacent properties any of its Subsidiaries or directed by a governmental entity or other third party) which the Borrower or any of its Subsidiaries has in its possession or to which it has access, and complete and accurate copies of each such report, or the environment; (iv) results of each such investigation or audit, have been provided to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental LawsAdministrative Agent. (d) None The Borrower and each of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject its Subsidiaries has filed all reports and returns required to be filed by such Person under any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.Environmental

Environmental Compliance. The Borrower and the Trust each has Guarantors have taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental site assessment reports of any Environmental Engineer provided to the Agent on or before the date hereof except as otherwise agreed to in writing by Agent, or in the case of Unencumbered Asset Pool Properties acquired after the date hereof, the environmental site assessment reports with respect thereto provided to the Agent, makes the following representations and warranties except as set forth on Schedule 6.18 hereto.Schedules 6.20(c) or (d): (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of Neither the Borrower, the Guarantors or Guarantors, their respective Subsidiaries or nor to the knowledge of the Borrower and Guarantors any operator of the Real Estate, nor any tenant or any licensee or operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Asset Pool Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves an Unencumbered Asset Pool Property and has had or could reasonably be expected, when taken together with other Real Estate matters covered by this §6.20 and would have a material adverse effect on §8.6, to result in liability, clean up, remediation, containment, correction or other costs to the business, assets Borrower or financial condition of the Borrower, any Guarantor individually or any in the aggregate with other Unencumbered Asset Pool Properties in excess of their respective Subsidiaries$10,000,000.00 or could reasonably be expected to materially adversely affect the operation of or ability to use such Unencumbered Asset Pool Property (a “Material Environmental Matter”). (b) None of Neither the Borrower, the Guarantors or nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇3▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency (including, without limitations, any equivalent agency or authority in an Approved Foreign Country) or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case (A) involves Real Estate other than an Unencumbered Asset Pool Property and has had or could reasonably be expected to have a Material Adverse Effect or (B) involves an Unencumbered Asset Pool Property and is not and could not reasonably be expected to be a Material Environmental Matter. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in material compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or or, to the knowledge of the Borrower and Guarantors, the tenants, licensees and operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance material compliance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (other than the storing of materials in reasonable quantities to the extent necessary for the operation of data centers of the type and size of those owned by the Borrower, Guarantors and their respective Subsidiaries in the ordinary course of their business, and in any event in compliance with all Environmental Laws) (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from the Unencumbered Asset Pool Properties, which Release is or could reasonably be expected, to be a Material Environmental Matter, or from any of the other Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would has had or could reasonably be expected to have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environmentMaterial Adverse Effect; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under off‑site in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, Laws (except with respect to the best of foregoing in this §6.20(c): (A) as to any Real Estate (other than the Borrower’s Unencumbered Asset Pool Properties) where the foregoing has not had or could not reasonably be expected to have a Material Adverse Effect) and (B) as to any Unencumbered Asset Pool Property where the Trust’s knowledge, operating in compliance with such permits and applicable foregoing is not or could not reasonably be expected to be a Material Environmental LawsMatter. (d) None of Except as set forth on Schedule 6.20(d), neither the Borrower, the Guarantors, their respective Subsidiaries, or Subsidiaries nor the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement in each case by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of the transactions contemplated hereby except for such matters that shall be complied with as of the Closing Date. (e) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities on or, to the Borrower’s and the Guarantors’ actual knowledge, affecting the Real Estate except where such existence: (A) as to any Real Estate other than an Unencumbered Asset Pool Property has not had or could not reasonably be expected to have a Material Adverse Effect and (B) as to any Unencumbered Asset Pool Property is not or could not reasonably be expected to be a Material Environmental Matter. (f) Neither the Borrower nor any Guarantors have received any written notice of any claim by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property which: (A) as to any Real Estate other than an Unencumbered Asset Pool Property has had or could reasonably be expected to have a Material Adverse Effect and (B) as to any Unencumbered Asset Pool Property is or could reasonably be expected to be a Material Environmental Matter, nor is there any knowledge of any basis for such a claim.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation to the best of Borrower’s knowledge and belief, except as specifically set forth (i) in the written environmental site assessment reports of an Environmental Engineer provided to the Agent (A) in the case of the Initial Mortgaged Properties, as of the First Amendment Date, or (B) with respect to other Real Estate owned as of the date hereof, on or before the date hereof, or in the case of Real Estate (other than the Initial Mortgaged Properties, if any) acquired after the date hereof, the environmental site assessment reports with respect thereto provided to the Agent, or (ii) on Schedule 6.196.20(c) or (d), makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries or nor any operator of the Real Estate, nor any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Mortgaged Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) other Real Estate and would have involves a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesMortgaged Property. (b) None of the Borrower, the Guarantors or nor any of their respective Subsidiaries has received written notice from any third party including, without limitation, any federal, state or local governmental authorityauthorityGovernmental Authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case (i) involves Real Estate (other than the Mortgaged Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves a Mortgaged Property. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or the tenants and operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business Borrower’s, the Guarantors’ and their respective Subsidiaries’ respective businesses and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) Release or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the such Real Estate or adjacent properties properties, which Release has had or the environmentcould reasonably be expected to have a Material Adverse Effect; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, Laws (except with respect to the best of foregoing in this §6.196.20(c) as to any Real Estate (other than the Borrower’s Mortgaged Properties) where the foregoing has not had or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawscould not reasonably be expected to have a Material Adverse Effect). (d) None none of the Borrower, the Guarantors, their respective Subsidiaries, or Subsidiaries nor the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement in each case by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the recording of the Mortgages or to the effectiveness of any other transactions contemplated hereby except for such matters that shall be complied with as of the ClosingFirst Amendment Date. (e) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities (i) on or affecting the Real Estate (other than the Mortgaged Properties) except where such existence has not had or could not be reasonably be expected to have a Material Adverse Effect, or (ii) on or affecting a Mortgaged Property. (f) The Borrower has not received any written notice of any claim by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property which as to any Real Estate (other than the Mortgaged Properties) has had or could reasonably be expected to have a Material Adverse Effect, nor is there any basis for such a claim.

Environmental Compliance. The Borrower has, within the six (6) months prior to the Closing Date, caused Phase I and other environmental assessments or similar assessments (collectively, the Trust each has taken all commercially reasonable steps “Environmental Reports”) to be conducted to investigate the past and present conditions environmental condition and usage of the Real Estate Assets, true and complete copies of which have been delivered to the operations conducted thereon andAgent. To the Borrower’s knowledge, based upon such investigation except as otherwise expressly specified in the Environmental Reports, the Borrower makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, its Subsidiaries, the Guarantors or their respective Subsidiaries Trust or any operator of the Real EstateEstate Assets or any portion thereof, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇S▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) alleged violation has, or its remediation would have, by itself or when aggregated with all such other Real Estate and would have violations or alleged violations, a material adverse effect on the business, assets operations, assets, condition (financial or financial condition otherwise), properties or prospects of the BorrowerTrust, any Guarantor FPLP or any other member of their respective Subsidiariesthe Potomac Group, or constitutes a Disqualifying Environmental Event with respect to any of the Eligible Borrowing Base Properties. (b) None of the Borrower, the Guarantors Trust or any of their respective Subsidiaries has received written notice from any third party party, including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇3▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); , (ii) that any hazardous waste, as defined by 42 U.S.C. §§ 9601(5), any hazardous substances as defined by 42 U.S.C. §§ 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor the Trust or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; , or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which event described in any such notice would have a material adverse effect on the business, operations, assets, condition (financial or otherwise), properties or prospects of the Trust, FPLP or any other member of the Potomac Group, or constitutes a Disqualifying Environmental Event with respect to any of the Eligible Borrowing Base Properties. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate Assets has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the any Real Estate; Estate Assets except in accordance with applicable Environmental Laws, (ii) in the course of any activities conducted by either the Borrower, the GuarantorsTrust, their respective Subsidiaries or the operators of its propertiestheir respective properties or any ground or space tenants on any Real Estate Asset, no Hazardous Substances have been generated or are being used on the such Real Estate Asset except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; Laws, (iii) there has been no present or past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; Assets in violation of applicable Environmental Laws, (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, in violation of applicable Environmental Laws upon, from or into any real property in the vicinity of any of the Real Estate which Assets which, through soil or groundwater contamination, may have come to be located onon such Real Estate Asset, and which would have a material adverse effect on the value of, the Real Estate; and (v) to the best of Borrower’s Knowledge, any Hazardous Substances that have been generated on any of the Real Estate Assets during ownership thereof by the Borrower, the Trust, their respective Subsidiaries or the operations of their respective properties have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in compliance with all applicable Environmental Laws; any of which events described in clauses (i) through (v) above would have a material adverse effect on the business, which transporters and facilities have been and areoperations, to the best assets, condition (financial or otherwise), properties or prospects of the Borrower’s Trust, FPLP or any other member of the Trust’s knowledgePotomac Group, operating in compliance or constitutes a Disqualifying Environmental Event with such permits and applicable Environmental Lawsrespect to any of the Eligible Borrowing Base Properties. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, Trust or any of the Real Estate Assets is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement statement, by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries or nor, to the best knowledge of the Borrower, any operator of the Real Estate, nor, to the best knowledge of the Borrower, any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Pool Assets) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves an Unencumbered Pool Asset included in the calculation of Unencumbered Pool Asset Value and has had or could reasonably be expected, when taken together with other Real Estate matters covered by this §6.19 and would have a material adverse effect on §8.6, to result in liability, clean-up, remediation, containment, correction or other costs to the business, assets Borrower or financial condition any Guarantor individually or in the aggregate with other Unencumbered Pool Assets in excess of $1,000,000.00 or could reasonably be expected to materially adversely affect the operation of or ability to use such property or the health and safety of the Borrower, any Guarantor tenants or any other occupants of their respective Subsidiariessuch property. (b) None of the Borrower, the Guarantors or any Guarantor nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇3▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case of clause (i) through (iii) above (x) involves Real Estate (other than the Unencumbered Pool Assets) and has had or could reasonably be expected to have a Material Adverse Effect or (y) involves an Unencumbered Pool Asset. (ci) With respect since the date of acquisition of title to the Unencumbered Borrowing Base PropertiesReal Estate by the Borrower, and the Guarantors or their respective Subsidiaries, and, to the best knowledge of the Borrower’s and the Trust’s knowledge with respect , prior to any other Real Estatesuch date of acquisition of title, (i) no portion of the such Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the such Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or or, to the best knowledge of the Borrower, the tenants and operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business the Borrower’s, the Guarantors’ and their respective Subsidiaries’, or the tenants’ or operators’ of the Real Estate, respective businesses and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) since the date of acquisition of title to the Real Estate by the Borrower, the Guarantors or their respective Subsidiaries, and, to the best knowledge of the Borrower, prior to such date of acquisition of title, there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) Release or threatened Release of Hazardous Substances on, upon, into or from any of the such Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best knowledge of the Borrower’s or the Trust’s knowledgeBorrower without any independent investigation, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real Estate; and (v) since the date of acquisition of title to the Real Estate by the Borrower, the Guarantors or their respective Subsidiaries, and, to the best knowledge of the Borrower, prior to such date of acquisition of title, any Hazardous Substances that have been generated on any of the such Real Estate have been transported off-off site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental LawsLaws (except with respect to the foregoing in this §6.19(c) as to (A) any Real Estate (other than the Unencumbered Pool Assets included in the calculation of Unencumbered Pool Asset Value) where the foregoing has not had or could not reasonably be expected to have a Material Adverse Effect and (B) any Unencumbered Pool Asset included in the calculation of Unencumbered Pool Asset Value where the foregoing has had or could reasonably be expected, which transporters when taken together with other matters covered by this §6.19 and facilities have been and are§8.6, to result in liability, clean up, remediation, containment, correction or other costs to the best Borrower or any Guarantor individually or in the aggregate with other Unencumbered Pool Asset Value in excess of $1,000,000.00 or could reasonably be expected to materially adversely affect the operation of or ability to use such property or the health and safety of the Borrower’s tenants or the Trust’s knowledge, operating in compliance with other occupants of such permits and applicable Environmental Lawsproperty). (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has Guarantors have taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental site assessment reports of any Environmental Engineer provided to the Agent on or before the date hereof except as otherwise agreed to in writing by Agent, or in the case of Unencumbered Asset Pool Properties acquired after the date hereof, the environmental site assessment reports with respect thereto provided to the Agent, makes the following representations and warranties except as set forth on Schedule 6.18 hereto.Schedules 6.20(c) or (d): (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of Neither the Borrower, the Guarantors or Guarantors, their respective Subsidiaries or nor to the knowledge of the Borrower and Guarantors any operator of the Real Estate, nor any tenant or any licensee or operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Asset Pool Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves an Unencumbered Asset Pool Property and has had or could reasonably be expected, when taken together with other Real Estate matters covered by this §6.20 and would have a material adverse effect on §8.6, to result in liability, clean up, remediation, containment, correction or other costs to the business, assets Borrower or financial condition of the Borrower, any Guarantor individually or any in the aggregate with other Unencumbered Asset Pool Properties in excess of their respective Subsidiaries$10,000,000.00 or could reasonably be expected to materially adversely affect the operation of or ability to use such Unencumbered Asset Pool Property (a “Material Environmental Matter”). (b) None of Neither the Borrower, the Guarantors or nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency (including, without limitations, any equivalent agency or authority in an Approved Foreign Country) or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case (A) involves Real Estate other than an Unencumbered Asset Pool Property and has had or could reasonably be expected to have a Material Adverse Effect or (B) involves an Unencumbered Asset Pool Property and is not and could not reasonably be expected to be a Material Environmental Matter. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in material compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or or, to the knowledge of the Borrower and Guarantors, the tenants, licensees and operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance material compliance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (other than the storing of materials in reasonable quantities to the extent necessary for the operation of data centers of the type and size of those owned by the Borrower, Guarantors and their respective Subsidiaries in the ordinary course of their business, and in any event in compliance with all Environmental Laws) (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from the Unencumbered Asset Pool Properties, which Release is or could reasonably be expected, to be a Material Environmental Matter, or from any of the other Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would has had or could reasonably be expected to have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environmentMaterial Adverse Effect; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under off‑site in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, Laws (except with respect to the best of foregoing in this §6.20(c): (A) as to any Real Estate (other than the Borrower’s Unencumbered Asset Pool Properties) where the foregoing has not had or could not reasonably be expected to have a Material Adverse Effect) and (B) as to any Unencumbered Asset Pool Property where the Trust’s knowledge, operating in compliance with such permits and applicable foregoing is not or could not reasonably be expected to be a Material Environmental LawsMatter. (d) None of Except as set forth on Schedule 6.20(d), neither the Borrower, the Guarantors, their respective Subsidiaries, or Subsidiaries nor the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement in each case by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of the transactions contemplated hereby except for such matters that shall be complied with as of the Closing Date. (e) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities on or, to the Borrower’s and the Guarantors’ actual knowledge, affecting the Real Estate except where such existence: (A) as to any Real Estate other than an Unencumbered Asset Pool Property has not had or could not reasonably be expected to have a Material Adverse Effect and (B) as to any Unencumbered Asset Pool Property is not or could not reasonably be expected to be a Material Environmental Matter. (f) Neither the Borrower nor any Guarantors have received any written notice of any claim by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property which: (A) as to any Real Estate other than an Unencumbered Asset Pool Property has had or could reasonably be expected to have a Material Adverse Effect and (B) as to any Unencumbered Asset Pool Property is or could reasonably be expected to be a Material Environmental Matter, nor is there any knowledge of any basis for such a claim.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except Except as specifically set forth in the written environmental site assessment reports of an Environmental Engineer provided to the Agent on or before the date hereof or as set forth on in Schedule 6.18 6.19 hereto., or in the case of Real Estate acquired after the date hereof, the environmental site assessment reports with respect thereto provided to the Agent, the Borrower makes the following representations and warranties, without any duty of inquiry or investigation: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries or nor to the best knowledge and belief of Borrower any operator of the Real Estate, nor any tenant or any operations thereon thereon, is in material violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would has had or could reasonably be expected to have a material adverse effect on the business, assets Material Adverse Effect or financial condition of the Borrower, any Guarantor or any of their respective Subsidiariesinvolves a Borrowing Base Asset. (b) None of the Borrower, the Guarantors or nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) Substance which it has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case involves Real Estate and has had or could reasonably be expected to have a Material Adverse Effect or involves a Borrowing Base Asset. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with applicable Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or or, to the best knowledge and belief of the Borrower, the tenants and operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business Borrower’s, the Guarantors’ and their respective Subsidiaries’ respective businesses and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (other than the use and storage of Hazardous Substances in reasonable quantities to the extent necessary for the operation of office properties of the type and size of those owned by Borrower, the Guarantors or any of their respective Subsidiaries in the ordinary course of their business, and in any event in compliance with all applicable Environmental Laws) (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the such Real Estate or adjacent properties or the environmentproperties; (iv) to the best of the Borrower’s or the Trust’s actual knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, Laws (except with respect to the best of foregoing in this §6.19(c) as to any Real Estate other than a Borrowing Base Asset where the Borrower’s foregoing has not had or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawscould not reasonably be expected to have a Material Adverse Effect). (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or Subsidiaries nor the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement in each case by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby except for such matters that shall be complied with as of the Closing Date. (e) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities on or, to Borrower’s actual knowledge, affecting the Real Estate other than a Borrowing Base Asset except where such existence has not had or could not reasonably be expected to have a Material Adverse Effect. (f) The Borrower has not received any written notice of any claim by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property which as to any Real Estate other than a Borrowing Base Asset has had or could reasonably be expected to have a Material Adverse Effect, nor is there any actual knowledge of any basis for such a claim.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation and makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none 6.20(d): None of the Borrower, the Guarantors or Guarantors, their respective Subsidiaries or nor to the best knowledge and belief of Borrower any operator of the Real Estate, nor any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties included in the calculation of Unencumbered Asset Value) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves an Unencumbered Property included in the calculation of Unencumbered Asset Value and has had or could reasonably be expected, when taken together with other Real Estate matters covered by this §6.20 and would have a material adverse effect on §8.6, to result in liability, clean‑up, remediation, containment, correction or other costs to the business, assets Borrower or financial condition of the Borrower, any Guarantor or any Unencumbered Property Subsidiary individually or in the aggregate with other Unencumbered Properties in excess of their respective Subsidiaries. (b) $10,000,000.00 or could reasonably be expected to materially adversely affect the operation of or ability to use such property. None of the Borrower, the Guarantors or nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state state, provincial or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state state, provincial or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. , which in any case (cA) With respect involves Real Estate other than the Unencumbered Properties included in the calculation of Unencumbered Asset Value and has had or could reasonably be expected to have a Material Adverse Effect or (B) involves an Unencumbered Property included in the calculation of Unencumbered Asset Value and has had or could reasonably be expected, when taken together with other matters covered by this §6.20 and §8.6, to result in liability, clean‑up, remediation, containment, correction or other costs to the Borrower or any Guarantor or Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no portion of the Real Estate has been used for the handling, processing, storage Property Subsidiary individually or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real Estate; (ii) in the course aggregate with other Unencumbered Properties in excess of any activities conducted by either $10,000,000.00 or could reasonably be expected to materially adversely affect the Borrower, the Guarantors, their Subsidiaries operation of or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, ability to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of use such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawsproperty. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower and In the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the BorrowerMortgage, the Guarantors Mortgagor represents and warrants that it has not and will not use, cause or their respective Subsidiaries or permit to exist on the related Mortgaged Property any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, hazardous materials in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiaries. (b) None of the Borrower, the Guarantors or any of their respective Subsidiaries has received notice from any third party including, without limitation, any manner that violates federal, state or local governmental authoritylaws, (i) that it has been identified by ordinances, regulations, orders, directives or policies governing the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect use, storage, treatment, transportation, manufacture, refinement, handling, production or disposal of hazardous materials. The Mortgagor agrees to a site listed on indemnify, defend and hold the National Priorities Listlender and its successors and/or assigns harmless from and against any and all losses, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous wasteliabilities, as defined by 42 U.S.C. §9601(5)damages, any hazardous substances as defined by 42 U.S.C. §9601(14)injuries, any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substancespenalties, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costsfines, expenses, losses or damages and claims of any kind whatsoever (including attorney's fees and costs) paid, incurred, or suffered by, or asserted against, any such party resulting from a breach of any environmental representation, warranty or covenant given by the Mortgagor under the Mortgage. A Phase I Environmental Assessment, or in the case of USPS Lease Loans, an environmental screening (an "Environmental Screening"), was performed on the related Mortgaged Property by a professional experienced in environmental matters with respect to each Mortgaged Property in connection with the release origination of Hazardous Substances. the related Loan (cnone of which is dated more than 12 months prior to the Closing Date, except for those Corporate Lease Loans described in Schedule III, which have Phase I Environmental Assessments which are dated not more than 31 months prior to the Closing Date and those USPS Lease Loans described in Schedule IV which have Environmental Screenings which are dated as indicated in Schedule IV) With and either (x) no such Phase I Environmental Assessment or Environmental Screening reveals any known circumstances or conditions with respect to the Unencumbered Borrowing Base Propertiesrelated Mortgaged Property that rendered such Mortgaged Property, and to at the best date of the Borrower’s and the Trust’s knowledge such Phase I Environmental Assessment or Environmental Screening, as applicable, in violation of any applicable environmental laws or (y) if any such Phase I Environmental Assessment or Environmental Screening does reveal any such circumstances or conditions with respect to any other Real Estatethe related Mortgaged Property, then either (i) no portion of the Real Estate has same have been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws remediated in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their Subsidiaries or the operators of its properties, no Hazardous Substances sufficient funds have been generated escrowed for purposes of effecting such remediation, or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there other responsible party is currently taking or has covenanted in the future to take such actions, if any, with respect to such circumstances or conditions as have been no past recommended by the Phase I Environmental Assessment or present releasingEnvironmental Screening or required by the applicable governmental regulatory authority (including implementation of an operations and maintenance agreement), spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to appropriate environmental insurance has been obtained and is in full force and affect. To the best of the Borrower’s or the Trust’s applicable Seller's and Bedford's knowledge, there have been are no Releases on, upon, from circumstances or into any real property conditions with respect to such Mortgaged Property not revealed in the vicinity such Phase I Environmental Assessment or Environmental Screening that render such Mortgaged Property in violation of any of applicable environmental laws. Each Mortgage requires the Real Estate which through soil or groundwater contaminationrelated Mortgagor to comply, may have come and to cause the related Mortgaged Property to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits all applicable federal, state and applicable Environmental Laws. (d) None local environmental laws and regulations. The Credit Lease tenant, if applicable, has expressly agreed to indemnify the related Mortgagor from any claims of any nature arising as a result of any hazardous materials affecting the property caused by the Credit Lease tenant and arising after commencement of the BorrowerCredit Lease, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.except for those Credit Leases listed on Schedule III attached hereto;

Environmental Compliance. The Borrower has caused Phase I and other environmental assessments (collectively, the Trust each has “Environmental Reports”) to be conducted and/or taken all commercially reasonable other steps to investigate the past and present conditions environmental condition and usage of the Real Estate and the operations conducted thereon and, based Assets. Based upon such investigation Environmental Reports, to the Borrower’s knowledge, except as identified in such Environmental Reports, the Borrower makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries its Subsidiaries, BPI or any operator of the Real EstateEstate Assets or any portion thereof, or any operations thereon is in material violation, or alleged material violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “Environmental Laws”), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) alleged violation has, or its remediation would have, by itself or when aggregated with all such other Real Estate and would have violations or alleged violations, a material adverse effect on the business, assets or financial condition of the BorrowerBorrower and its Subsidiaries, any Guarantor or any of their respective Subsidiariestaken as a whole. (b) None of the Borrower, the Guarantors BPI or any of their respective Subsidiaries has received written notice from any third party party, including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ 300 Appendix B (1986); , (ii) that any hazardous waste, as defined by 42 U.S.C. §§ 9601(5), any hazardous substances as defined by 42 U.S.C. §§ 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor BPI or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; , or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which event described in any such notice would have a material adverse effect on the business, assets or financial condition of the Borrower and its Subsidiaries, taken as a whole. (c) With respect Except to the Unencumbered Borrowing Base Properties, and to extent the best occurrence of any of the Borrower’s and events described in clauses (i) through (v) below would not have a material adverse effect on the Trust’s knowledge with respect to any other Real Estatebusiness, assets or financial condition of BPLP, BPI, or taken as a whole, the BP Group, (i) no portion of the Real Estate Assets has been used for the handling, processing, storage or disposal of Hazardous Substances except in material accordance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the any Real Estate; Estate Assets except in material accordance with applicable Environmental Laws, (ii) in the course of any activities conducted by either the Borrower, the GuarantorsBPI, their respective Subsidiaries or the operators of its propertiestheir respective properties or any ground or space tenants on any Real Estate Asset, no Hazardous Substances have been generated or are being used on the such Real Estate Asset except in the ordinary course of business and in material accordance with applicable Environmental Laws in all material respects; Laws, (iii) there has been no present or, to the best of the Borrower’s knowledge, past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; Assets in violation of applicable Environmental Laws, (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, in violation of applicable Environmental Laws upon, from or into any real property in the vicinity of any of the Real Estate which Assets which, through soil or groundwater contamination, may have come to be located onon such Real Estate Asset, and which would have a material adverse effect on the value of, the Real Estate; and (v) to the best of the Borrower’s Knowledge, any Hazardous Substances that have been generated on any of the Real Estate Assets during ownership thereof by the Borrower, BPI, their respective Subsidiaries or the operations of their respective properties have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in compliance with all applicable Environmental Laws, which transporters and facilities have been and are, . Notwithstanding that the representations contained herein are limited to the best knowledge of the Borrower’s , any such limitation shall not affect the covenants specified in §8.11 or the Trust’s knowledge, operating elsewhere in compliance with such permits and applicable Environmental Lawsthis Agreement. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, BPI or any of the Real Estate Assets is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement statement, by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. The Borrower Borrower, in the case of Mortgaged Properties acquired after the date hereof will obtain and provide to the Trust each has taken all commercially reasonable steps Agent, written environmental site assessment reports of the Environmental Engineer, which reports shall be in form and substance satisfactory to investigate the past and present conditions and usage of Agent (collectively, the “Environmental Reports”). Except as set forth in the executive summaries attached as Schedule 6.19 hereto with respect to the Real Estate of the Borrower and its Subsidiaries owned as of the operations conducted thereon andClosing Date or in the Environmental Reports with respect to Mortgaged Properties, based upon such investigation the Borrower makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries or nor any operator manager of the Real Estate, nor any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Mortgaged Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) other Real Estate and would have involves a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesMortgaged Property. (b) None of the Borrower, the Guarantors or any Guarantor nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇3▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case (i) involves Real Estate (other than the Mortgaged Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves a Mortgaged Property. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or the operators tenants of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business the Borrower’s, the Guarantors’ and their respective Subsidiaries’ respective businesses or the tenant’s residency and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) Release or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under off‑site in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, Laws (except with respect to the best of foregoing in this §6.19(c) as to any Real Estate (other than the Borrower’s Mortgaged Properties) where the foregoing has not had or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawscould not reasonably be expected to have a Material Adverse Effect). (d) None none of the Borrower, the Guarantors, their respective Subsidiaries, or Subsidiaries nor the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement in each case by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the recording of the Mortgages or to the effectiveness of any other transactions contemplated hereby, except for such matters with which the Borrower, the Guarantors, their respective Subsidiaries shall have complied with as of the Closing Date. (e) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities (i) on or affecting the Real Estate (other than the Mortgaged Properties) except where such existence has not had or could not be reasonably be expected to have a Material Adverse Effect, or (ii) on or affecting a Mortgaged Property. (f) There has been no claim by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property, nor is there any basis for such a claim.

Environmental Compliance. The Borrower has caused Phase I and other environmental assessments or similar assessments (collectively, the Trust each “Environmental Reports”) to be conducted as the Borrower has taken all determined appropriate in its commercially reasonable steps judgment to investigate the past and present conditions environmental condition and usage of the Real Estate and the operations conducted thereon Assets, and, based upon such investigation to the extent requested by the Agent, true and complete copies of the same have been delivered to the Agent. To the Borrower’s knowledge, except as otherwise expressly specified in the Environmental Reports, the Borrower makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, its Subsidiaries, the Guarantors or their respective Subsidiaries Trust or any operator of the Real EstateEstate Assets or any portion thereof, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “Environmental Laws”), which violation involves (i) or alleged violation has, or its remediation would have, by itself or when aggregated with all such other violations or alleged violations, a Material Adverse Effect, or constitutes a Disqualifying Environmental Event with respect to any of the Unencumbered Eligible Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesProperties. (b) None of the Borrower, the Guarantors Trust or any of their respective Subsidiaries has received written notice from any third party party, including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); , (ii) that any hazardous waste, as defined by 42 U.S.C. §§ 9601(5), any hazardous substances as defined by 42 U.S.C. §§ 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor the Trust or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; , or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which event described in any such notice would have a Material Adverse Effect, or constitutes a Disqualifying Environmental Event with respect to any of the Eligible Borrowing Base Properties. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate Assets has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the any Real Estate; Estate Assets except in accordance with applicable Environmental Laws, (ii) in the course of any activities conducted by either the Borrower, the GuarantorsTrust, their respective Subsidiaries or the operators of its propertiestheir respective properties or any ground or space tenants on any Real Estate Asset, no Hazardous Substances have been generated or are being used on the such Real Estate Asset except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; Laws, (iii) there has been no present or past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; Assets in violation of applicable Environmental Laws, (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, in violation of applicable Environmental Laws upon, from or into any real property in the vicinity of any of the Real Estate which Assets which, through soil or groundwater contamination, may have come to be located onon such Real Estate Asset, and which would have a material adverse effect on the value of, the Real Estate; and (v) to the best of Borrower’s knowledge, any Hazardous Substances that have been generated on any of the Real Estate Assets during ownership thereof by the Borrower, the Trust, their respective Subsidiaries or the operations of their respective properties have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in compliance with all applicable Environmental Laws, which transporters and facilities have been and are, ; to the best extent, in each case, any of the Borrower’s events described in clauses (i) through (v) above would have a Material Adverse Effect, or constitutes a Disqualifying Environmental Event with respect to any of the Trust’s knowledge, operating in compliance with such permits and applicable Environmental LawsEligible Borrowing Base Properties. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, Trust or any of the Real Estate Assets is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement statement, by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to To the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate's knowledge, ------------- ---------- except as disclosed on Schedule 7.18 attached hereto: -------- ---- (a) none of the Borrower, the Guarantors or their respective its Subsidiaries or any operator of the Real Estate, Estate or any operations thereon is in violation, nor has the Borrower or any of its Subsidiaries received notice that it, or any operator of the Real Estate is in alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“"▇▇▇▇”"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “"Environmental Laws”"), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the environment or the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiaries.Borrower and its Subsidiaries considered as a whole; (b) None of neither the Borrower, the Guarantors or Borrower nor any of their respective its Subsidiaries has received notice from any third party including, without limitation, : any federal, state or local governmental authority, : (i) that it any one of them has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5(S)6903(5), any hazardous substances as defined by 42 U.S.C. §9601(14(S)9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33(S)9601(33) or and any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“"Hazardous Substances”") which it any one of them has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) except to the extent that the following would not have a material adverse effect on the business, assets of financial condition of the Borrower and its Subsidiaries, taken as a whole, that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances.; (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except other than in accordance with applicable Environmental Laws in all the noncompliance with which would have a material respectsadverse effect on the business, assets or financial condition of the Borrower and its Subsidiaries, taken as a whole; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate in violation of any applicable Environmental Law the noncompliance with which would have a material adverse effect on the business, assets or financial condition of the Borrower and its Subsidiaries, taken as a whole; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their its Subsidiaries or the operators of its such Person's properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and accordance (in accordance all material respects) with applicable Environmental Laws in all the noncompliance with which would have a material respectsadverse effect on the business, assets or financial condition of the Borrower and its Subsidiaries, taken as a whole; (iii) there has have been no releases (i.e. any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”dumping) or threatened Release releases of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors Borrower or their respective its Subsidiaries, which Release releases would have a material adverse effect on the value of any of the Real Estate business, assets or adjacent properties or financial condition of the environmentBorrower and its Subsidiaries, taken as a whole; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located onon any of the Real Estate, and which would have a material adverse effect on the value ofbusiness, assets or financial condition of the Real Estate; Borrower and its Subsidiaries, taken as a whole and (v) in addition, except to the extent that the following would not have a materially adverse effect on the business, assets, or financial conditions of the Borrower and its Subsidiaries, taken as a whole any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site offsite only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and EPA, treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, are operating in compliance with such permits and applicable Environmental Laws.; and (d) None none of the Borrower, the Guarantors, their respective Borrower and its Subsidiaries, or any of the Real Estate is subject to any applicable Environmental Law environmental law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has Borrowers have taken all commercially reasonable necessary steps to investigate the past and present conditions condition and usage of the Real Estate their and their Subsidiaries' properties and the operations conducted thereon and, based upon such investigation makes diligent investigation, have determined that, (a) ANNEX I hereto fully and fairly describe each of the following representations and warranties except as specifically set forth Exit Strategy Projects in the written environmental reports provided to the Agent on or before the date hereof or which a Borrower is currently engaged. (b) Except as set forth on Schedule 6.18 hereto. (a) With respect ANNEX I hereto or otherwise in connection with an Exit Strategy Project permitted pursuant to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real EstateSection 8.13 hereof, none of the BorrowerBorrowers, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon their properties is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“"▇▇▇▇”"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “Environmental Laws”"ENVIRONMENTAL LAWS"), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the environment or the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesBorrowers on a consolidated basis. (bc) None of Except as set forth on ANNEX I hereto or otherwise in connection with an Exit Strategy Project permitted pursuant to Section 8.13 hereof, neither the Borrower, the Guarantors or any of Borrowers nor their respective Subsidiaries has received notice from any third party including, without limitation, : any federal, state or local governmental authority, (i) that it any one of them has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5Section 6903(5), any hazardous substances as defined by 42 U.S.C. §Section 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §Section 9601(33) or and any toxic substancessubstance, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”"HAZARDOUS SUBSTANCES") which it any one of them has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor Borrower or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. (cd) With respect Except as set forth on ANNEX I hereto or otherwise in connection with an Exit Strategy Project permitted pursuant to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, Section 8.13 hereof: (i) no portion of the Real Estate any Borrower's or any of their Subsidiaries' properties has been used by any Borrower or any Subsidiaries of any Borrower for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real Estatesuch properties; (ii) in the course of any activities conducted by either any of the Borrower, the GuarantorsBorrowers, their Subsidiaries or the operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate such properties except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has have been no unpermitted releases (i.e. any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”dumping) or threatened Release releases of Hazardous Substances on, upon, into or from the properties of any of the Real Estate, or, to the best Borrowers or any of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release releases would have a material adverse effect on the value of any of the Real Estate such properties or adjacent properties or the environment; and (iv) to the best of the Borrower’s or the Trust’s knowledgein addition, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on the properties of the Borrowers or any of the Real Estate their Subsidiaries, have been transported off-site offsite only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and EPA, treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s Borrowers' knowledge, operating in compliance with such permits and applicable Environmental Laws. (de) None Except as set forth on ANNEX I hereto or otherwise in connection with an Exit Strategy Project permitted pursuant to Section 8.13 hereof, none of the Borrower, properties of the Guarantors, Borrowers or any of their respective Subsidiaries, Subsidiaries are or the Real Estate is shall be subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessmentsenvironmental clean up responsibility law or environmental restrictive transfer law or regulation, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby. (f) Except as set forth on ANNEX I hereto or otherwise in connection with an Exit Strategy Project permitted pursuant to Section 8.13 hereof, the Borrowers further represent that they have provided the Agent with true and complete copies of all documents, reports, site assessments, data, communication and other materials in any of their possession or to which they have access, which contain information with respect to potential environmental liabilities of the Borrowers or their Subsidiaries related to compliance with Environmental Laws.

Environmental Compliance. The Borrower and the Trust each has its Subsidiaries have taken all commercially reasonable necessary steps to investigate the past and present conditions condition and usage of the Real Estate Property and the operations conducted thereon by the Borrower and its Subsidiaries and, based upon such investigation makes the following representations and warranties diligent investigation, have determined that, except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.SCHEDULE 6.15 or the Disclosure Documents: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of Neither the Borrower, the Guarantors or their respective Subsidiaries or its Subsidiaries, nor any operator of the Real Estatetheir properties, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, permit, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“"▇▇▇▇”"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state applicable international, federal, state, provincial, territorial or local statute, regulation, ordinance, order or decree relating to health, safety, waste transportation or disposal, or the environment (hereinafter “the "Environmental Laws”"), which violation involves (i) any of violation, individually or in the Unencumbered Borrowing Base Properties or (ii) other Real Estate and aggregate, would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesBorrower and its Subsidiaries on a consolidated basis. (b) None Except with respect to any such matters which individually or in the aggregate would not reasonably be expected to have a material adverse effect on the business, assets or financial condition of the BorrowerBorrower and its Subsidiaries on a consolidated basis, neither the Guarantors or Borrower nor any of their respective its Subsidiaries has received notice from any third party including, without limitation, : any federal, state state, provincial, territorial or local governmental authority, (i) that it any one of them has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986)▇; (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5Section 6903(5), any hazardous substances as defined by 42 U.S.C. §Section 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §Section 9601(33) or any toxic substancessubstance, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws Laws, excluding household hazardous waste (“"Hazardous Substances”) "), which it any one of them has generated, transported or disposed of have of, has been found at any site at which a federal, state state, provincial, territorial or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor Borrower or any of their respective its Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release Release of Hazardous Substances. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate Property or other assets of the Borrower and its Subsidiaries has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all Laws, except as would not reasonably be expected to have a material respectsadverse effect on the business, and no underground tank assets or other underground storage receptacle for Hazardous Substances is located on any portion financial condition of the Real Estate; Borrower and its Subsidiaries on a consolidated basis; (ii) in the course of any activities conducted by either the Borrower, the Guarantorsits Subsidiaries, their Subsidiaries or the operators of the Real Property or other assets of the Borrower and its propertiesSubsidiaries, no Hazardous Substances have been generated or are being used on the Real Estate such properties except in the ordinary course of business and in accordance with applicable Environmental Laws in all Laws, except for occurrences that would not have a material respectsadverse effect on the business, assets or financial condition of the Borrower and its Subsidiaries on a consolidated basis; (iii) there has have been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) unpermitted Releases or threatened Release Releases of Hazardous Substances on, upon, into or from any the Real Property or other assets of the Real Estate, or, to the best of the Borrower’s Borrower or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective its Subsidiaries, which Release Releases would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environmentsuch properties; (iv) to the best of the Borrower’s or the Trust’s 's and its Subsidiaries' knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any the Real Property or other assets of the Real Estate which Borrower or its Subsidiaries which, through soil or groundwater contamination, may have come to be located on, and which would reasonably be expected to have a material adverse effect on the value of, the Real Estatesuch properties; and (v) in addition, any Hazardous Substances that have been generated on any the Real Property or other assets of the Real Estate Borrower or its Subsidiaries have been transported off-site offsite only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and EPA, treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s Borower's and its Subsidiaries' knowledge, operating in compliance with such permits and applicable Environmental Laws. (d) None of the Borrower, Real Property or other assets of the Guarantors, their respective Subsidiaries, Borrower or its Subsidiaries or any of the Real Estate stock (or assets) being acquired with proceeds of Loans is or shall be subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessmentsenvironmental clean-up responsibility law or environmental restrictive transfer law or regulation, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except Except as set forth on Schedules 6.20(d) or as specifically set forth in the any written environmental site assessment reports provided to the Agent on or before the date hereof hereof, or as set forth on Schedule 6.18 hereto.in the case of Eligible Real Estate Asset acquired after the date hereof, the environmental site assessment reports with respect thereto provided to the Agent, if any, makes the following representations and warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real EstateNo Loan Party, none of their respective Subsidiaries, nor to the knowledge and belief of Borrower, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, nor any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would could reasonably be expected to have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesMaterial Adverse Effect. (b) None of the Borrower, the Guarantors or No Loan Party nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted conducted, or has ordered demanded that the Borrower, any Guarantor Loan Party or any of their respective Subsidiaries conduct conduct, a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in the case of clauses (i) through (iii) above could reasonably be expected to have a Material Adverse Effect. (c) With respect to To the Unencumbered Borrowing Base Properties, and to the best knowledge of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no portion of the Real Estate has been is used for the handling, processing, storage or disposal of Hazardous Substances except in accordance compliance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the BorrowerLoan Parties, their respective Subsidiaries or, the Guarantors, their Subsidiaries or the tenants and operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of Loan Parties’ or their tenants’ and operators’ business and in accordance compliance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (other than in reasonable quantities to the extent necessary in the ordinary course of operation of Loan Parties’, their tenants’ or operators’ business and, in any event, in compliance with all Environmental Laws) (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Eligible Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective SubsidiariesEstate Assets, which Release would have a material adverse effect on the value of any of the such Real Estate or adjacent properties or the environmentcould reasonably be expected to have a Material Adverse Effect; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real EstateMaterial Adverse Effect; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-off site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental Laws, which transporters Laws and facilities in a manner that could not reasonably be expected to have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawsa Material Adverse Effect. (d) None Except as set forth on Schedule 6.20(d) or for such matters that shall be complied with as of the BorrowerClosing Date, by virtue of the Guarantorstransactions set forth herein and contemplated hereby, or to the effectiveness of any other transactions contemplated hereby, none of Loan Parties, their respective Subsidiaries, or Subsidiaries nor the Real Estate is will become subject to any applicable Environmental Law requiring the performance of Hazardous Substances environmental site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue pursuant to applicable Environmental Laws. (e) There are no existing or closed sanitary or solid waste landfills, or hazardous waste treatment, storage or disposal facilities on or, to Borrower’s actual knowledge, affecting the Real Estate except where such existence could not reasonably be expected to have a Material Adverse Effect. (f) No Loan Party has received any written notice from any party that any use, operation, or condition of Loan Parties’ business on any Real Estate has caused any adverse condition on any other property that could reasonably be expected to result in a claim under applicable Environmental Law that would have a Material Adverse Effect, nor does any Loan Party have actual knowledge of any existing facts or circumstances that could reasonably be expected to form the transactions set forth herein and contemplated herebybasis for such a claim.

Environmental Compliance. The Borrower and the Trust each has Holding Company have taken all commercially reasonable necessary steps to investigate the past and present conditions condition and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.diligent investigation, has determined that: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the BorrowerHolding Company, the Guarantors or their respective Subsidiaries its Subsidiaries, or any operator of the Real Estate, Estate or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”"SARA"), the Federal Clean Water Act, the Federal Clean Air Act, the ▇▇▇ Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “Environmental Laws”hereinafter, collectively, "ENVIRONMENTAL LAWS"), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the environment or the business, operations, properties, assets or financial condition of the Borrower, any Guarantor of its Subsidiaries or any of their respective Subsidiaries.the Holding Company; (b) None none of the Borrower, the Guarantors Holding Company or any of their respective its Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it any one of them has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986)300 Appendix B; (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5▇.▇.▇. ▇▇▇▇▇▇n 6903(5), any hazardous substances as defined by 42 U.S.C. §Section 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §Section 9601(33) or and any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”collectively, "HAZARDOUS SUBSTANCES") which it any one of them has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor Holding Company or any of their respective its Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances.; (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, except as set forth on SCHEDULE 8.18(C) hereto: (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the BorrowerHolding Company, the Guarantors, their its Subsidiaries or the any operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has have been no releases (i.e. any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”dumping) or threatened Release releases of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors Holding Company or their respective any of its Subsidiaries, which Release releases would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best knowledge of the Borrower’s or the Trust’s knowledgeHolding Company and each of its Subsidiaries, there have been no Releases releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) in addition, any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site offsite only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and EPA, treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best knowledge of the Borrower’s or the Trust’s knowledgeHolding Company and each of its Subsidiaries, operating in compliance with such permits and applicable Environmental Laws.; and (d) None Except with respect to the conditions specifically referred to in the environmental assessment reports listed on SCHEDULE 8.18(D) hereto, copies of each of which have been delivered to the Lenders and the Agent prior to the date hereof, none of the Borrower, the Guarantors, their respective Holding Company or its Subsidiaries, or any Mortgaged Property or any of the other Real Estate is subject to any applicable Environmental Law environmental law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the recording of any Mortgage or to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. The Borrower has conducted or caused to be conducted Phase I environmental site assessments with respect to the past usage and condition of the Real Estate and the Trust each has taken all commercially reasonable steps to investigate Collateral Property and the past operations conducted thereon, and is familiar with the present conditions condition and usage of the Real Estate and the operations conducted thereon and, based upon such investigation reports and knowledge, makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 heretowarranties. (a) With respect to the Unencumbered Borrowing Base PropertiesMortgaged Property, and to the best of the Borrower’s and the Trust’s 's knowledge with respect to any other Real EstateEstate and the Collateral Property, none of the Borrower, its Subsidiaries, the Guarantors or their respective Subsidiaries Guarantor, the owner of the Collateral Property, or any operator of the Real EstateEstate or the Collateral Property, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“"▇▇▇▇”"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “"Environmental Laws”"), which violation involves (i) any of the Unencumbered Borrowing Base Properties Mortgaged Property, the Collateral Property or (ii) involves other Real Estate and would have a material adverse effect on the environment or the business, assets or financial condition of the Borrower, any the Guarantor or the owner of any of their respective Subsidiariesthe Collateral Property. (b) None of the Borrower, the Guarantors or any of their respective its Subsidiaries nor the Guarantor has received notice any notice, nor to the best of the Borrower's knowledge has any owner of a Collateral Property received notice, from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §Section 9601(5), any hazardous substances as defined by 42 U.S.C. §Section 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §Section 9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“"Hazardous Substances”") which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any of its Subsidiaries, the Guarantor or or, to the best of Borrower's knowledge, any owner of their respective Subsidiaries a Collateral Property conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. (c) With respect to the Unencumbered Borrowing Base PropertiesMortgaged Property, and to the best of the Borrower’s and the Trust’s 's knowledge with respect to any other Real EstateEstate and the Collateral Property, except as specifically set forth in the environmental site assessment reports for Sonterra at ▇▇▇▇▇▇▇▇ Center prepared by EMG and dated June 27, 1996 and for ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ prepared by IVI Environmental, Inc. dated July 3, 1996, each of which has been provided to the Agent on or about the date hereof or, in the case of Real Estate acquired after the date hereof, the environmental site assessment reports with respect thereto provided to the Agent under Section 7.4(h): (i) no portion of the Real Estate or the Collateral Property has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateMortgaged Property or the Collateral Property; (ii) in the course of any activities conducted by either the Borrower, its Subsidiaries, the Guarantors, their Subsidiaries Guarantor or the operators of its propertiesproperties or the owners or operators of the Collateral Property, no Hazardous Substances have been generated or are being used on the Real Estate or the Collateral Property except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Laws. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.;

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except Except as set forth on Schedules 6.20(d) or as specifically set forth in the any written environmental site assessment reports provided to the Agent on or before the date hereof hereof, or as set forth on Schedule 6.18 hereto.in the case of Eligible Real Estate Asset acquired after the date hereof, the environmental site assessment reports with respect thereto provided to the Agent, if any, makes the following representations and warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real EstateNo Loan Party, none of their respective Subsidiaries, nor to the knowledge and belief of Borrower, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, nor any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would could reasonably be expected to have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesMaterial Adverse Effect. (b) None of the Borrower, the Guarantors or No Loan Party nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇3▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted conducted, or has ordered demanded that the Borrower, any Guarantor Loan Party or any of their respective Subsidiaries conduct conduct, a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in the case of clauses (i) through (iii) above could reasonably be expected to have a Material Adverse Effect. (c) With respect to To the Unencumbered Borrowing Base Properties, and to the best knowledge of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no portion of the Real Estate has been is used for the handling, processing, storage or disposal of Hazardous Substances except in accordance compliance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the BorrowerLoan Parties, their respective Subsidiaries or, the Guarantors, their Subsidiaries or the tenants and operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of Transaction Parties’ or their tenants’ and operators’ business and in accordance compliance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (other than in reasonable quantities to the extent necessary in the ordinary course of operation of Transaction Parties’, their tenants’ or operators’ business and, in any event, in compliance with all Environmental Laws) (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Eligible Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective SubsidiariesEstate Assets, which Release would have a material adverse effect on the value of any of the such Real Estate or adjacent properties or the environmentcould reasonably be expected to have a Material Adverse Effect; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real EstateMaterial Adverse Effect; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-off site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental Laws, which transporters Laws and facilities in a manner that could not reasonably be expected to have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawsa Material Adverse Effect. (d) None Except as set forth on Schedule 6.20(d) or for such matters that shall be complied with as of the BorrowerClosing Date, by virtue of the Guarantorstransactions set forth herein and contemplated hereby, or to the effectiveness of any other transactions contemplated hereby, none of Loan Parties, their respective Subsidiaries, or Subsidiaries nor the Real Estate is will become subject to any applicable Environmental Law requiring the performance of Hazardous Substances environmental site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue pursuant to applicable Environmental Laws. (e) There are no existing or closed sanitary or solid waste landfills, or hazardous waste treatment, storage or disposal facilities on or, to Borrower’s actual knowledge, affecting the Real Estate except where such existence could not reasonably be expected to have a Material Adverse Effect. (f) No Transaction Party has received any written notice from any party that any use, operation, or condition of Transaction Parties’ business on any Real Estate has caused any adverse condition on any other property that could reasonably be expected to result in a claim under applicable Environmental Law that would have a Material Adverse Effect, nor does any Transaction Party have actual knowledge of any existing facts or circumstances that could reasonably be expected to form the transactions set forth herein and contemplated herebybasis for such a claim.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation to the best of Borrower’s knowledge and belief, except as specifically set forth (i) in the written environmental site assessment reports of an Environmental Engineer provided to the Agent (A) in the case of the Initial Mortgaged Properties, as of the Closing Date, or (B) with respect to other Real Estate owned as of the date hereof, on or before the date hereof, or in the case of Real Estate (other than the Initial Mortgaged Properties, if any) acquired after the date hereof, the environmental site assessment reports with respect thereto provided to the Agent, or (ii) on Schedule 6.20(c) or (d), makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries or nor any operator of the Real Estate, nor any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Mortgaged Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) other Real Estate and would have involves a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesMortgaged Property. (b) None of the Borrower, the Guarantors or nor any of their respective Subsidiaries has received written notice from any third party including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case (i) involves Real Estate (other than the Mortgaged Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves a Mortgaged Property. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or the tenants and operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business Borrower’s, the Guarantors’ and their respective Subsidiaries’, or the tenants’ or operators’ of the Real Estate, respective businesses and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) Release or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the such Real Estate or adjacent properties properties, which Release has had or the environmentcould reasonably be expected to have a Material Adverse Effect; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, Laws (except with respect to the best of foregoing in this §6.20(c) as to any Real Estate (other than the Borrower’s Mortgaged Properties) where the foregoing has not had or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawscould not reasonably be expected to have a Material Adverse Effect). (d) None none of the Borrower, the Guarantors, their respective Subsidiaries, or Subsidiaries nor the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement in each case by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the recording of the Mortgages or to the effectiveness of any other transactions contemplated hereby except for such matters that shall be complied with as of the Closing Date. (e) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities (i) on or affecting the Real Estate (other than the Mortgaged Properties) except where such existence has not had or could not be reasonably be expected to have a Material Adverse Effect, or (ii) on or affecting a Mortgaged Property. (f) The Borrower has not received any written notice of any claim by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property which as to any Real Estate (other than the Mortgaged Properties) has had or could reasonably be expected to have a Material Adverse Effect, nor is there any basis for such a claim.

Environmental Compliance. The Borrower and the Trust Guarantor each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 heretowarranties. (a) With respect to the Unencumbered Borrowing Base Properties, and to To the best of the Borrower’s 's and the Trust’s knowledge with respect to any other Real EstateGuarantor's knowledge, none of the Borrower, the Guarantors Guarantor or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”"SARA"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “"Environmental Laws”"), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any the Guarantor or any of their respective Subsidiaries. (b) None of the Borrower, the Guarantors Guarantor or any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ 300 ▇▇▇▇▇▇▇▇ ▇ (1986▇▇86); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5ss.9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14ss.9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33ss.9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“"Hazardous Substances”") which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any the Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. (c) With respect To the best of the Borrower's and the Guarantor's knowledge, except as specifically set forth in writing to the Unencumbered Borrowing Base PropertiesAgent as of the date hereof, and or in the case of Real Estate acquired after the date hereof, to the best of the Borrower’s 's and Guarantor's knowledge except as may be disclosed to the Trust’s knowledge with respect to any other Real Estate, Agent in writing upon the acquisition of the same: (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the Borrower, the GuarantorsGuarantor, their Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “"Release”") or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s 's or the Trust’s Guarantor's knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors Guarantor or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s 's or the Trust’s Guarantor's knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s 's or the Trust’s Guarantor's knowledge, operating in compliance with such permits and applicable Environmental Laws. (d) None of the Borrower, the GuarantorsGuarantor, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has Borrowers have taken all commercially reasonable necessary steps to investigate the past and present conditions condition and usage of the Real Estate their and their Subsidiaries' properties and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or diligent investigation, have determined that, (a) Except as set forth on Schedule 6.18 4.18 attached hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the BorrowerBorrowers, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon their properties is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“"▇▇▇▇”"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “"Environmental Laws”"), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the environment or the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesBorrowers on a consolidated basis. (b) None of Except as set forth on Schedule 4.18 attached hereto, neither the Borrower, the Guarantors or any of Borrowers nor their respective Subsidiaries has received notice from any third party including, without limitation, : any federal, state or local governmental authority, (i) that it any one of them has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5Section 6903(5), any hazardous substances as defined by 42 U.S.C. §Section 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §Section 9601(33) or and any toxic substancessubstance, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“"Hazardous Substances”") which it any one of them has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor Borrower or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, Except as set forth on Schedule 4.18 attached hereto: (i) no portion of the Real Estate any Borrower's or any of their Subsidiaries' properties has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real Estatesuch properties; (ii) in the course of any activities conducted by either any of the Borrower, the GuarantorsBorrowers, their Subsidiaries or the operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate such properties except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has have been no unpermitted releases (i.e. any past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”dumping) or threatened Release releases of Hazardous Substances on, upon, into or from the properties of any of the Real Estate, or, to the best Borrowers or any of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release releases would have a material adverse effect on the value of any of the Real Estate such properties or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s Borrowers' knowledge, there have been no Releases releases on, upon, from or into any real property in the vicinity of the real properties of any of the Real Estate which Borrowers or any of their Subsidiaries which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, any properties of any of the Real EstateBorrowers or any of their Subsidiaries; and (v) in addition, any Hazardous Substances that have been generated on the properties of the Borrowers or any of the Real Estate their Subsidiaries, have been transported off-site offsite only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and EPA, treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s Borrowers' knowledge, operating in compliance with such permits and applicable Environmental Laws. (d) None Except as set forth on Schedule 4.18 attached hereto, none of the Borrower, properties of the Guarantors, Borrowers or any of their respective Subsidiaries, Subsidiaries are or the Real Estate is shall be subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessmentsenvironmental clean up responsibility law or environmental restrictive transfer law or regulation, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby. (e) The Borrowers further represent that they have provided the Bank with true and complete copies of all documents, reports, site assessments, data, communication and other materials in any of their possession or to which they have access, which contain information with respect to potential environmental liabilities of the Borrowers or their Subsidiaries related to compliance with Environmental Laws.

Environmental Compliance. The Borrower has obtained and provided to the Trust each has taken all commercially reasonable steps Agent, or in the case of Borrowing Base Properties acquired after the date hereof will obtain and provide to investigate the past and present conditions and usage Agent, written environmental site assessment reports of the Real Estate Environmental Engineer, which reports shall be in form and substance satisfactory to the operations conducted thereon andAgent (collectively, based upon such investigation the “Environmental Reports”). Except as set forth in the Environmental Reports with respect to Borrowing Base Properties, the Borrower makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries or nor any operator manager of the Real Estate, nor any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) other Real Estate and would have involves a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesBorrowing Base Property. (b) None of the Borrower, the Guarantors or any Guarantor nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (i) that it Borrower, any Guarantor or any of its respective Subsidiaries has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇3▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5)Hazardous Substance(s) which Borrower, any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) Guarantor or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it of its respective Subsidiaries has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it Borrower, any Guarantor or any of its respective Subsidiaries is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case (i) involves Real Estate (other than the Borrowing Base Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves a Borrowing Base Property. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or the operators tenants of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business the Borrower’s, the Guarantors’ and their respective Subsidiaries’ respective businesses or the tenant’s residency and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) Release or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-off site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, Laws (except with respect to the best of foregoing in this §6.19(c) as to any Real Estate (other than the Borrower’s Borrowing Base Properties) where the foregoing has not had or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawscould not reasonably be expected to have a Material Adverse Effect). (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or Subsidiaries nor the Real Estate Borrowing Base Properties is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement in each case by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any transactions contemplated hereby, except for such matters with which the Borrower, the Guarantors, their respective Subsidiaries shall have complied with as of the Closing Date. (e) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities (i) on or affecting the Real Estate (other than the Borrowing Base Properties) except where such existence has not had or could not be reasonably be expected to have a Material Adverse Effect, or (ii) on or affecting a Borrowing Base Property. (f) There has been no claim by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property, nor is there any basis for such a claim.

Environmental Compliance. (a) The Borrower and each Subsidiary has received all permits and filed all notifications necessary under and is otherwise in compliance in all material respects with all federal, state and local laws, rules and regulations governing the Trust each has taken all commercially reasonable steps to investigate the past control, removal, storage, transportation, spill, release or discharge of hazardous or toxic wastes, substances and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the Borrower, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matterspetroleum products, including, without limitation, those arising as provided in the provisions of and the regulations under the Resource Conservation and Recovery Act (“RCRA”), i) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 1980, as amended (“CERCLA”), by the Superfund Amendments Amendment and Reauthorization Act of 1986 1986, (“▇▇▇▇”)ii) the Solid Waste Disposal Act, (iii) the Federal Clean Water Act, Act and the Federal Clean Air Act, (iv) the Toxic Substances Control Hazardous Materials Transportation Act, (v) the Resource Conservation and Recovery Act of 1976 and (vi) the Federal Water Pollution Control Act Amendments of 1972 (all of the foregoing enumerated and non-enumerated statutes, including without limitation any applicable state or local statutes, all as amended, collectively, the "Environmental Control Statutes"). ------------------------------ (b) Neither the Borrower nor any Subsidiary has given any written or oral notice to the Environmental Protection Agency ("EPA") or any state or local statute--- agency with regard to any actual or imminently threatened removal, regulationstorage, ordinancetransportation, order spill, release or decree relating to the environment (hereinafter “Environmental Laws”)discharge of hazardous or toxic wastes, which violation involves substances or petroleum products either (i) any of on properties owned or leased by the Unencumbered Borrowing Base Properties Borrower or such Subsidiary or (ii) other Real Estate and would have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective Subsidiaries. (b) None of the Borrower, the Guarantors or any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever otherwise in connection with the release conduct of Hazardous Substancesits business and operations. (c) With respect to Neither the Unencumbered Borrowing Base PropertiesBorrower nor any Subsidiary has received notice that it is potentially responsible for costs of clean-up of any actual or imminently threatened spill, and to the best release or discharge of the Borrower’s and the Trust’s knowledge with respect hazardous or toxic wastes or substances or petroleum products pursuant to any other Real Estate, Environmental Control Statute. (id) no portion of the Real Estate has been used for the handling, processing, storage No judicial proceedings or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, and no underground tank governmental or other underground storage receptacle for Hazardous Substances administrative action is located on any portion of the Real Estate; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their Subsidiaries or the operators of its properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estatepending, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties knowledge of the Borrower, threatened, under any Environmental Control Statute to which the Guarantors Borrower or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of its Subsidiaries is named as a party with respect to the Real Estate or adjacent properties Properties or the environment; (iv) business conducted at the Properties, nor are there any consent decrees or other decrees, consent orders, administrative orders or other orders, or other administrative or judicial requirements outstanding under any Environmental Control Statute with respect to the best of the Borrower’s Properties or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawsbusiness. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.

Environmental Compliance. The Borrower has caused Phase I and other environmental assessments (collectively, the Trust each has "Environmental Reports") to be conducted and/or taken all commercially reasonable other steps to investigate the past and present conditions environmental condition and usage of the Real Estate and the operations conducted thereon and, based Assets. Based upon such investigation Environmental Reports, to the Borrower's knowledge, except as identified in such Environmental Reports, the Borrower makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries its Subsidiaries, BPI or any operator of the Real EstateEstate Assets or any portion thereof, or any operations thereon is in material violation, or alleged material violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“"▇▇▇▇”"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to health, safety or the environment (hereinafter “"Environmental Laws”"), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) alleged violation has, or its remediation would have, by itself or when aggregated with all such other Real Estate and would have violations or alleged violations, a material adverse effect on the business, assets or financial condition of the BorrowerBorrower and its Subsidiaries, any Guarantor taken as a whole, or constitutes a Disqualifying Environmental Event with respect to any of their respective Subsidiariesthe Borrowing Base Properties. (b) None of the Borrower, the Guarantors BPI or any of their respective Subsidiaries has received written notice from any third party party, including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“"EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); , (ii) that any hazardous waste, as defined by 42 U.S.C. §Section 9601(5), any hazardous substances as defined by 42 U.S.C. §Section 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §Section 9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“"Hazardous Substances”") which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor BPI or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; , or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which event described in any such notice would have a material adverse effect on the business, assets or financial condition of the Borrower and its Subsidiaries, taken as a whole, or constitutes a Disqualifying Environmental Event with respect to any of the Borrowing Base Properties. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate Assets has been used for the handling, processing, storage or disposal of Hazardous Substances except in material -62- accordance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the any Real Estate; Estate Assets except in material accordance with applicable Environmental Laws, (ii) in the course of any activities conducted by either the Borrower, the GuarantorsBPI, their respective Subsidiaries or the operators of its propertiestheir respective properties or any ground or space tenants on any Real Estate Asset, no Hazardous Substances have been generated or are being used on the such Real Estate Asset except in the ordinary course of business and in material accordance with applicable Environmental Laws in all material respects; Laws, (iii) there has been no present or, to the best of Borrower's knowledge, past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “"Release”") or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; Assets in violation of applicable Environmental Laws, (iv) to the best of the Borrower’s or the Trust’s 's knowledge, there have been no Releases on, in violation of applicable Environmental Laws upon, from or into any real property in the vicinity of any of the Real Estate which Assets which, through soil or groundwater contamination, may have come to be located onon such Real Estate Asset, and which would have a material adverse effect on the value of, the Real Estate; and (v) to the best of Borrower's Knowledge, any Hazardous Substances that have been generated on any of the Real Estate Assets during ownership thereof by the Borrower, BPI, their respective Subsidiaries or the operations of their respective properties have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in compliance with all applicable Environmental Laws; any of which events described in clauses (i) through (v) above would have a material adverse effect on the business, which transporters and facilities have been and areassets or financial condition of BPLP, BPI, or taken as a whole, the BP Group, or constitutes a Disqualifying Environmental Event with respect to any of the Borrowing Base Properties. Notwithstanding that the representations contained herein are limited to the best knowledge of the Borrower’s , any such limitation shall not affect the covenants specified in Section 8.11 or the Trust’s knowledge, operating elsewhere in compliance with such permits and applicable Environmental Lawsthis Agreement. (d) None of the Borrower, the Guarantors, their respective Subsidiaries, BPI or any of the Real Estate Assets is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement statement, by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. The Borrower and the Trust each has taken or caused to be taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation investigation, makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 heretowarranties. (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s 's knowledge with respect to any other Real Estate, except as set forth in Schedule 6.17, none of the Borrower, the Guarantors or their respective Subsidiaries or any operator of the Real Estate, or any operations thereon is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”"SARA"), the Federal Clean Water Act, the Federal Clean Air Act, the ▇▇e Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “"Environmental Laws”"), which violation involves (i) any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would have a material adverse effect on the environment or the business, assets or financial condition of the Borrower, any Guarantor the Guarantors or any of their respective Subsidiaries. (b) None of Neither the Borrower, the Guarantors or nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ 300 Appendix B (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5defin▇▇ ▇▇ ▇▇ ▇.▇.▇. ss.9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14ss.9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33ss.9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“"Hazardous Substances”") which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor the Guarantors or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge 's knowledge, with respect to any other Real Estate, except as set forth in Schedule 6.17, or in the case of Real Estate acquired after the date hereof, except as may be disclosed in writing to the Agent upon the acquisition of the same: (i) no portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the such Real EstateEstate except for such tanks as are monitored and maintained in accordance with applicable Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, Guarantors or any of their respective Subsidiaries or the operators or tenants of its any of their properties, no Hazardous Substances have been generated or are being used on the Real Estate of such Person except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “"Release”") or threatened Release of Hazardous Substances on, upon, into or from any of the such Real Estate, or, to the best of the Borrower’s Estate or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or any of their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the such Real Estate or adjacent properties or the environment; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the such Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the such Real Estate; and (v) any Hazardous Substances that have been generated on any of the such Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, 's knowledge operating in compliance with such permits and applicable Environmental Laws. Upon the receipt by the Agent of any such disclosure, the Agent shall promptly notify the Banks thereof. (d) None To the best of the Borrower's knowledge and belief, neither the Borrower, the Guarantors, their respective Subsidiaries, or the Subsidiaries nor any Real Estate of such Person is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby.

Environmental Compliance. The Borrower has obtained and provided to Agent, or in the Trust each has taken all commercially reasonable steps case of Subject Properties acquired after the date hereof will obtain and provide to investigate the past and present conditions and usage Agent, written environmental site assessment reports of the Real Estate and Environmental Engineer (collectively, the operations conducted thereon and“Environmental Reports”). Except as set forth in the Environmental Reports with respect to Subject Properties, based upon such investigation the Borrower makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to Neither the Unencumbered Borrowing Base PropertiesBorrower, and any Guarantor, their respective Subsidiaries nor to the best knowledge and belief of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none of the Borrower, the Guarantors or their respective Subsidiaries or Borrower any operator of the Real Estate, or nor any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Subject Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) other Real Estate and would have involves a material adverse effect on the business, assets or financial condition of Subject Property. (b) Neither the Borrower, any Guarantor or any of their respective Subsidiaries. (b) None of the Borrower, the Guarantors or nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇3▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances; which in any case (A) involves Real Estate other than the Subject Properties and has had or could reasonably be expected to have a Material Adverse Effect or (B) involves a Subject Property. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, any Guarantor, their respective Subsidiaries or, to the best knowledge and belief of the Borrower, the Guarantors, their Subsidiaries or the operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (other than the storing of materials in reasonable quantities to the extent necessary for the operation of such property in the ordinary course of business, and in any event in compliance with all Environmental Laws) (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective SubsidiariesSubject Properties, which Release would reasonably be expected to have a material adverse effect on the value of any of the Real Estate such Subject Property or adjacent properties properties, or the environmentfrom any other Real Estate; (iv) to the best of the Borrower’s or the Trust’s knowledgeexcept as set forth on Schedule 6.20 hereto, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, Laws (except with respect to the best of foregoing in this §6.20(c) as to any Real Estate (other than the Borrower’s Subject Properties) where the foregoing has not had or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawscould not reasonably be expected to have a Material Adverse Effect). (d) None of the BorrowerThere are no existing or closed sanitary landfills, the Guarantors, their respective Subsidiariessolid waste disposal sites, or hazardous waste treatment, storage or disposal facilities on or affecting the Real Estate is subject except where such existence as to any applicable Environmental Law requiring the performance of Hazardous Substances site assessmentsReal Estate other than a Subject Property has not had or could not be reasonably be expected to have a Material Adverse Effect. (e) There has been no claim by any party that any use, operation, or condition of the removal Real Estate has caused any nuisance or remediation of Hazardous Substances, any other liability or the giving of notice adverse condition on any other property which as to any governmental agency Real Estate other than a Subject Property has had or could reasonably be expected to have a Material Adverse Effect, nor is there any knowledge of any basis for such a claim. (f) The representations in §6.20 shall, as to real estate which is encumbered by an Eligible Note Receivable included in the recording or delivery to other Persons of an environmental disclosure document or statement by virtue calculation of the transactions set forth herein Borrowing Base Value, shall be made by Borrower to the same extent as to a Subject Property except that such representations shall be limited to Borrower’s knowledge and contemplated herebybelief.

Environmental Compliance. The Borrower and the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage of the Real Estate and the operations conducted thereon and, based upon such investigation except as specifically set forth (i) in the written environmental site assessment reports of an Environmental Engineer provided to the Agent (A) in the case of the Initial Pool Properties, as of the Closing Date, or (B) with respect to other Real Estate owned as of the date hereof, on or before the date hereof, or in the case of Real Estate (other than the Initial Pool Properties, if any) acquired after the date hereof, the environmental site assessment reports with respect thereto provided to the Agent, or (ii) on Schedule 6.20, makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or their respective Subsidiaries or nor any operator of the Real Estate, nor any tenant or any operations thereon thereon, is in violation, or alleged violation, in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive any Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”)Law, which violation involves (i) any of involves Real Estate (other than the Unencumbered Borrowing Base Properties Pool Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) other Real Estate and would have involves a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesPool Property. (b) None of the Borrower, the Guarantors or nor any of their respective Subsidiaries has received notice from any third party including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇30▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”Substance(s) which it has generated, transported or disposed of have been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances, which in any case (i) involves Real Estate (other than the Pool Properties) and has had or could reasonably be expected to have a Material Adverse Effect or (ii) involves a Pool Property. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respectsLaws, and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the Real EstateEstate except those which are being operated and maintained in compliance with Environmental Laws; (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or the tenants and operators of its their properties, no Hazardous Substances have been generated or are being used on the Real Estate except in the ordinary course of business Borrower’s, the Guarantors’ and their respective Subsidiaries’, or the tenants’ or operators’ of the Real Estate, respective businesses and in accordance with applicable Environmental Laws in all material respectsLaws; (iii) there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) Release or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the such Real Estate or adjacent properties properties, which Release has had or the environmentcould reasonably be expected to have a Material Adverse Effect; (iv) to the best of the Borrower’s or the Trust’s knowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would could be reasonably anticipated to have a material adverse effect on the value of, the Real Estate; and (v) any Hazardous Substances that have been generated on any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under in accordance with all applicable Environmental Laws, which transporters and facilities have been and are, Laws (except with respect to the best of foregoing in this §6.20(c) as to any Real Estate (other than the Borrower’s Pool Properties) where the foregoing has not had or the Trust’s knowledge, operating in compliance with such permits and applicable Environmental Lawscould not reasonably be expected to have a Material Adverse Effect). (d) None of the Borrower, the Guarantors, their respective Subsidiaries, or Subsidiaries nor the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement in each case by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the effectiveness of any other transactions contemplated hereby except for such matters with which the Borrower, the Guarantors, their respective Subsidiaries shall have complied with as of the Closing Date. (e) There are no existing or closed sanitary landfills, solid waste disposal sites, or hazardous waste treatment, storage or disposal facilities (i) on or affecting the Real Estate (other than the Pool Properties) except where such existence has not had or could not be reasonably be expected to have a Material Adverse Effect, or (ii) on or affecting a Pool Property. (f) TheNeither the Borrower nor any Guarantor has not received any written notice of any claim by any party that any use, operation, or condition of the Real Estate has caused any nuisance or any other liability or adverse condition on any other property which as to any Real Estate (other than the Pool Properties) has had or could reasonably be expected to have a Material Adverse Effect, nor is there any basis for such a claim.

Environmental Compliance. The Borrower Loan Parties have delivered to Agent true and complete copies of all written environmental site assessment reports in the Trust each has taken all commercially reasonable steps to investigate the past and present conditions and usage possession of any of the Real Estate Loan Parties with respect to the Mortgaged Properties (collectively, the “Environmental Reports”) and the operations conducted thereon and, based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided to the Agent on or before the date hereof or as set forth on Schedule 6.18 hereto.warranties: (a) With respect Except as disclosed in Forestar Group’s Annual, Quarterly or Current Reports, each as filed with the Securities and Exchange Commission prior to the Unencumbered Borrowing Base PropertiesMay 15, and 2014, to the best of the Borrower’s and the Trust’s knowledge with respect to Knowledge, no Loan Party or any other Real Estate, none of the Borrower, the Guarantors or their respective Subsidiaries or any operator of the Real EstateSubsidiaries, or any operations thereon is in material violation, or alleged violationmaterial violation at the Mortgaged Properties and the Negative Pledge Properties, in any material respect of any applicable judgment, decree, code, order, law, rule of common law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“RCRA”), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“CERCLA”), the Superfund Amendments and Reauthorization Act of 1986 (“▇▇▇▇”), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any applicable state or local statute, regulation, ordinance, order or decree relating to the environment (hereinafter “Environmental Laws”). To Borrower's Knowledge, which any violation involves (i) reflected in the Environmental Reports involving any of the Unencumbered Borrowing Base Properties or (ii) other Real Estate and would not reasonably be expected to have a material adverse effect on the business, assets or financial condition of the Borrower, any Guarantor or any of their respective SubsidiariesMaterial Adverse Effect. (b) None of Except as disclosed in Forestar Group’s Annual, Quarterly or Current Reports, each as filed with the Securities and Exchange Commission prior to May 15, 2014, to Borrower’s Knowledge, the Guarantors no Loan Party or any of their respective Subsidiaries has received written notice from any third party including, without limitation, any federal, state or local governmental authorityGovernmental Authority, (i) that it has been identified by the United States Environmental Protection Agency (“EPA”) as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5), any hazardous substances as defined by 42 U.S.C. §9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33) or any toxic substances, oil substances or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“Hazardous Substances”) which it has generated, transported or disposed of have been found at any site at at, on or under the Real Estate for which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor Loan Party or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances. (ci) With respect to the Unencumbered Borrowing Base Properties, and to the best of the To Borrower’s Knowledge, except as disclosed in any Environmental Reports provided to Agent on or before the Effective Date and except as disclosed in Forestar Group’s Annual, Quarterly or Current Reports, each as filed with the Trust’s knowledge Securities and Exchange Commission prior to May 15, 2014, or with respect to any other Real EstateEstate which becomes a Mortgaged Property after the Effective Date, the Environmental Reports with respect thereto provided to Agent, (i1) no portion of the Real Estate Mortgaged Property or Negative Pledge Property has been used by Borrower as a landfill or for dumping or for the handling, processing, storage or disposal of Hazardous Substances except in accordance material compliance with applicable Environmental Laws in all material respectsLaws, and (2) no underground tank or other underground storage receptacle for Hazardous Substances is located has been operated by Borrower on any portion of the Real EstateMortgaged Property or Negative Pledge Property except in material compliance with applicable Environmental Laws; (ii) in the course of any activities conducted by either the Borrowerany Loan Party, the Guarantors, their Subsidiaries or the operators any of its propertiesrespective wholly-owned Subsidiaries, no Hazardous Substances have been generated or are being used on the Real Estate any Mortgaged Property or Negative Pledge Property, except in the ordinary course of business and in accordance material compliance with applicable Environmental Laws in all material respectsLaws; (iii) to Borrower’s Knowledge, there has been no past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “Release”) or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s Mortgaged Property or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective SubsidiariesNegative Pledge Property, which Release would could reasonably be expected to have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environmentMaterial Adverse Effect; (iv) to the best of the Borrower’s or the Trust’s knowledgeKnowledge, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which Mortgaged Property or Negative Pledge Property, which, through soil or groundwater contamination, may have come to be located onon such real property, and which would could reasonably be expected to have a material adverse effect on the value of, the Real EstateMaterial Adverse Effect; and (v) to Borrower’s Knowledge, any Hazardous Substances that have been generated on any of the Real Estate Mortgaged Property or Negative Pledge Property by Borrower have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance site, treated and treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in material compliance with such permits and applicable Environmental Laws. (d) None To Borrower's Knowledge and except as disclosed in Forestar Group’s Annual, Quarterly or Current Reports, each as filed with the Securities and Exchange Commission prior to May 15, 2014, no Loan Party or any of the Borrower, the Guarantors, their respective Subsidiaries, its wholly-owned Subsidiaries or the Real Estate any Mortgaged Property or Negative Pledge Property is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby, or as a condition to the recording of the Security Deeds or to the effectiveness of any other transactions contemplated hereby. (e) This §6.18 shall set forth the sole and exclusive representations and warranties made by Borrower with regard to Environmental Laws, Hazardous Substances, or any other environmental, health or safety matter.

Environmental Compliance. The Borrower and the Trust each has caused environmental assessments to be conducted and/or taken all commercially reasonable other steps to investigate the past and present conditions environmental condition and usage of the Real Estate and the operations conducted thereon and, thereon. Except as disclosed in the environmental assessments provided to the Administrative Agent pursuant to ss.10.7 and based upon such investigation makes the following representations and warranties except as specifically set forth in the written environmental reports provided assessments and/or investigation, to the Agent on or before Borrower's knowledge, the date hereof or as set forth on Schedule 6.18 hereto.Borrower has determined that: (a) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, none None of the Borrower, the Guarantors or any Guarantor, any of their respective Subsidiaries or any operator of the Real EstateEstate or any portion thereof, or any operations thereon is in violation, or alleged violationviolation (in writing), in any material respect of any judgment, decree, order, law, license, rule or regulation pertaining to environmental matters, including, including without limitation, those arising under the Resource Conservation and Recovery Act (“"RCRA”"), the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended (“"CERCLA”"), the Superfund Amendments and Reauthorization Act of 1986 (“"▇▇▇▇”"), the Federal Clean Water Act, the Federal Clean Air Act, the Toxic Substances Control Act, or any state or local statute, regulation, ordinance, ordinance or order or decree relating to health, safety or the environment (hereinafter “"Environmental Laws”"), which violation involves or alleged violation (iin writing) any of the Unencumbered Borrowing Base Properties has, or (ii) its remediation would have, by itself or when aggregated with all such other Real Estate and would have violations or alleged violations, a material adverse effect on the business, assets Material Adverse Effect or financial condition of the Borrower, any Guarantor or any of their respective Subsidiariesconstitutes a Disqualifying Environmental Event. (b) None of the Borrower, the Guarantors any Guarantor or any of their respective Subsidiaries has received notice from any third party party, including, without limitation, any federal, state or local governmental authority, (i) that it has been identified by the United States Environmental Protection Agency (“"EPA”") as a potentially responsible party under CERCLA with respect to a site listed on the National Priorities List, 40 C.F.R. Part ▇▇▇ ▇▇▇▇▇▇▇▇ ▇ (1986); , (ii) that any hazardous waste, as defined by 42 U.S.C. §9601(5ss.6903(5), any 429 hazardous substances as defined by 42 U.S.C. §ss. 9601(14), any pollutant or contaminant as defined by 42 U.S.C. §9601(33ss.9601(33) or any toxic substances, oil or hazardous materials or other chemicals or substances regulated by any Environmental Laws (“"Hazardous Substances”") which it has generated, transported or disposed of have has been found at any site at which a federal, state or local agency or other third party has conducted or has ordered that the Borrower, any Guarantor or any of their respective Subsidiaries conduct a remedial investigation, removal or other response action pursuant to any Environmental Law; , or (iii) that it is or shall be a named party to any claim, action, cause of action, complaint, or legal or administrative proceeding (in each case, contingent or otherwise) arising out of any third party’s 's incurrence of costs, expenses, losses or damages of any kind whatsoever in connection with the release of Hazardous Substances; which event described in any such notice would have a Material Adverse Effect or constitutes a Disqualifying Environmental Event. (c) With respect to the Unencumbered Borrowing Base Properties, and to the best of the Borrower’s and the Trust’s knowledge with respect to any other Real Estate, (i) no No portion of the Real Estate has been used for the handling, processing, storage or disposal of Hazardous Substances except in accordance with applicable Environmental Laws in all material respects, Laws; and no underground tank or other underground storage receptacle for Hazardous Substances is located on any portion of the any Real Estate; Estate except in accordance with applicable Environmental Laws, (ii) in the course of any activities conducted by either the Borrower, the Guarantors, their respective Subsidiaries or to the knowledge of the Borrower, without any independent inquiry other than as set forth in the environmental assessments, the operators of its propertiesthe Real Estate, or any ground or space tenants on any Real Estate, no Hazardous Substances have been generated or are being used on the such Real Estate except in the ordinary course of business and in accordance with applicable Environmental Laws in all material respects; Laws, (iii) there has been no present or past or present releasing, spilling, leaking, pumping, pouring, emitting, emptying, discharging, injecting, escaping, disposing or dumping (a “"Release”") or threatened Release of Hazardous Substances on, upon, into or from any of the Real Estate, or, to the best of the Borrower’s or the Trust’s knowledge, on, upon, into or from the other properties of the Borrower, the Guarantors or their respective Subsidiaries, which Release would have a material adverse effect on the value of any of the Real Estate or adjacent properties or the environment; (iv) to the best knowledge of the Borrower’s or Borrower without any independent inquiry other than as set forth in the Trust’s knowledgeenvironmental assessments, there have been no Releases on, upon, from or into any real property in the vicinity of any of the Real Estate which which, through soil or groundwater contamination, may have come to be located on, and which would have a material adverse effect on the value of, the such Real Estate; , and (v) any Hazardous Substances that have been generated on by the Borrower or a Guarantor or any of their respective Subsidiaries at any of the Real Estate have been transported off-site only by carriers having an identification number issued by the EPA or approved by a state or local environmental regulatory authority having jurisdiction regarding the transportation of such substance and EPA, treated or disposed of only by treatment or disposal facilities maintaining valid permits as required under all applicable Environmental Laws; any of which events described in clauses (i) through (v) above would have a Material Adverse Effect, which transporters and facilities have been and are, to the best of the Borrower’s or the Trust’s knowledge, operating in compliance with such permits and applicable constitutes a Disqualifying Environmental LawsEvent. (d) None By virtue of the use of the Loans proceeds contemplated hereby, or as a condition to the effectiveness of any of the Loan Documents, none of the Borrower, the Guarantors, their respective Subsidiaries, any Guarantor or any of the Real Estate is subject to any applicable Environmental Law requiring the performance of Hazardous Substances site assessments, or the removal or remediation of Hazardous Substances, or the giving of notice to any governmental agency or the recording or delivery to other Persons of an environmental disclosure document or statement by virtue of the transactions set forth herein and contemplated hereby.statement. 430