Common use of Leases Clause in Contracts

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject 5.4.6.1 With respect to any Leases each Property, all collected rent (whether fixed monthly rentals, additional rentals, escalation rentals, retroactive rentals, operating cost pass-throughs or other than sums and charges payable by Tenants under the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”Leases), which rent roll is true, complete income and accurate in all respects expenses from any portion of a Property shall be prorated as of the Closing Date. Borrower is Purchaser shall receive all collected rent and income attributable to dates from and after the owner Closing Date. Each Seller shall receive all collected rent and lessor income attributable to dates prior to the Closing Date. Notwithstanding the foregoing, no prorations shall be made in relation to either (a) non-delinquent rents which have not been collected as of landlord’s interest the Closing Date, or (b) delinquent rents existing, if any, as of the Closing Date (the foregoing (a) and (b) referred to herein as the "Uncollected Rents"). In adjusting for Uncollected Rents, no adjustments shall be made in a Seller's favor for rents which have accrued and are unpaid as of the LeasesClosing, but Purchaser shall pay to such Seller such accrued Uncollected Rents as and when collected by Purchaser, after first applying collected rents to the payment of all current obligations owing to Purchaser under the applicable Lease, and only then to Uncollected Rents due to the applicable Seller. No Person has Purchaser agrees to xxxx Tenants of the Properties for all Uncollected Rents and to take reasonable actions (not including lawsuits or formal proceedings) to collect Uncollected Rents. After the Closing, each Seller shall continue to have the right for a period of six (6) months after the Closing Date, but not the obligation, in its own name, to demand payment of and to collect Uncollected Rents owed to such Seller by any possessory interest in Tenant, which right shall include, without limitation, the Property or right to occupy continue or commence legal actions or proceedings against any Tenant and the same except under delivery of the Leases Assignment shall not constitute a waiver by any Seller of such right. Purchaser agrees to cooperate with each Seller in connection with all efforts by such Seller to collect such Uncollected Rents and to take all steps, whether before or after the Closing Date, as may be necessary to carry out the intention of the foregoing, including, without limitation, the delivery to each Seller, within seven (7) days after a written request, of any relevant books and records (including, without limitation, rent statements, receipted bills and copies of tenant checks used in payment of such rent), the execution of any and all consents or other documents, and the undertaking of any act reasonably necessary for the collection of such Uncollected Rents by such Seller; provided, however, that Purchaser's obligation to cooperate with a Seller pursuant to the provisions of the Leases. The current Leases are in full force and effectthis sentence shall not obligate Purchaser to terminate any Tenant Lease with an existing Tenant, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time file any formal actions or the giving of noticeproceedings, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and evict any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any existing Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has from a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsProperty.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing origination of the Loan (the “Certified Rent Roll”), which Loan. Such certified rent roll is true, complete and accurate correct in all material respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leasesdate set forth therein. No Person has any possessory interest in the Property or right to occupy the same (other than typical short-term occupancy rights of hotel guests which are not the subject of a written agreement) except under and pursuant to the provisions of the Leases. The All other current Leases are in full force and effect, and, effect and to the Best of Borrower’s knowledge after due inquiryKnowledge, there are no material defaults thereunder by either party (other than as expressly disclosed on the certified rent roll delivered to Lender or the Tenant estoppel certificates delivered to Lender in connection with the closing of the Loan) and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower , except as disclosed in accordance the Tenant estoppel certificates delivered to Lender in connection with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate closing of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenantthe Loan. There has been no prior sale, transfer or assignment, hypothecation or pledge by Borrower of any Lease or of the Rents received therein therein, which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on will be outstanding following the Certified Rent Roll has assigned its Lease or sublet all or any portion funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed other than those being assigned to Lender in writing, no concurrently herewith. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject to any Leases leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)attached hereto as Schedule I and made a part hereof, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either any party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder, except as disclosed and certified by Borrower. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no No Tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as disclosed in existing Leases. Further, all Major Leases and all renewals, amendments and modifications thereof and waivers thereunder executed after the date hereof shall be subject to Lender’s prior written approval. Lender shall execute and deliver its standard form of subordination, non-disturbance and attornment agreement to Tenants under any future Major Lease approved by Lender promptly upon request, with such commercially reasonable changes as may be requested by such Tenants, and which are reasonably acceptable to Lender.

Leases. The Property is not subject to any Leases leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)attached hereto as Schedule I and made a part hereof, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor (or sublessor) of landlord’s interest in the Leases. No Except with respect to the Permitted Encumbrances, no Person has any possessory interest in the Property (or any portion thereof) or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, effect and, except as set forth on the rent roll attached hereto as Schedule I or in any tenant estoppel certificate delivered to Borrower’s knowledge after due inquiryLender, there are no uncured defaults thereunder by either Borrower nor, to the best of Borrower’s knowledge, any other party and thereunder and, to the best of Borrower’s knowledge, there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Except as set forth in any tenant estoppel certificate delivered to Lender, or as otherwise disclosed to Lender in the Lease or by Borrower, no Rent has been paid more than one (1) month in advance of its due datedate (other than in connection with the first month’s Rent under a new Lease). All security deposits are held by Borrower in accordance with applicable law. All Except as set forth in any tenant estoppel certificate delivered to Lender, or as otherwise disclosed to Lender in the Lease or by Borrower, all work to be performed by Borrower under each Lease as of the Closing Date has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant as of the Closing Date has already been received by (or credited to) such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein therein, in each case, which is outstanding. To Borrower’s knowledge after due inquiryknowledge, no Tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or except as set forth in any tenant estoppel certificate delivered to Lender, or as otherwise disclosed to Lender in the Lease or by Borrower, sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesassignment. Except as disclosed to Lender or except as set forth in writinga Lease or in any tenant estoppel certificate delivered to Lender, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Except as disclosed to Lender or as set forth in the Leases or except as set forth in any tenant estoppel certificate delivered to Lender, no Tenant under any Lease has any right or option for additional space in the Improvements. Except as disclosed to Lender in writing or as set forth in the Leases or in any tenant estoppel certificate delivered to Lender, no tenant has (i) asserted any defense or otherwise sought or given notice (whether written or oral) that it intends to seek any relief or concessions with respect to the payment of rent or other sums or the performance of any obligations under its Lease or (ii) made any other bona fide request for or otherwise given written notice that it intends to seek any amendment, waiver, deferral, forbearance or other modification of any term or provision of its Lease, in each case (A) pursuant to any force majeure clause contained in its Lease or otherwise as a result of the COVID-19 pandemic or any Emergency Law and (B) other than requests, notices or defenses that have been withdrawn or resolved or are otherwise no longer outstanding.

Leases. The Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with Rent Roll attached as SCHEDULE IV hereto and made a part hereof (and subleases permitted under the closing Anchor Lease). To the best of the Loan (the “Certified Rent Roll”)Borrower's knowledge, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No no Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to Borrower’s 's knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No To the best of Borrower's knowledge, no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All To the best of Borrower's knowledge, all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There To the best of Borrower's knowledge, there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s 's knowledge after due inquiry, except as set forth on SCHEDULE IV, no Tenant tenant listed on the Certified Rent Roll SCHEDULE IV has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in SCHEDULE IV, no tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as set forth in SCHEDULE IV. To Borrower's actual knowledge based on the Environmental Report delivered to Lender in connection herewith, no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant's intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste, except in either event, in compliance with applicable federal, state or local statues, rules and regulations.

Leases. The Property is not subject to any Leases leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete attached hereto as Schedule V and accurate in all respects as of the Closing Datemade a part hereof. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, effect and, to the best of Borrower’s knowledge after due inquiryknowledge, (a) there are no defaults thereunder by either party and (b) there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All To the best of Borrower’s knowledge, all work to be performed completed by Borrower prior to the date hereof under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingtherein. To the best of Borrower’s knowledge after due inquiryknowledge, no Tenant tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any no right or option for additional space in the Improvements. Except as otherwise disclosed by the Environmental Report (as defined in the Mortgage), no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the Property nor does Borrower have any knowledge of any Tenant’s intention to use its premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste. True, correct and complete copies of the Leases have been provided to Lender and such Leases have not been modified or amended in any way.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing origination of the Loan (the “Certified Rent Roll”), which Loan. Such certified rent roll is true, complete and accurate correct in all material respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leasesdate set forth therein. No Person has any possessory interest in the Property or right to occupy the same (other than typical short-term occupancy rights of hotel guests which are not the subject of a written agreement) except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to the Best of Mezzanine Borrower’s knowledge after due inquiry's Knowledge, there are no material defaults thereunder by either party (other than as expressly disclosed on the certified rent roll delivered to Mezzanine Lender or the Tenant estoppel certificates delivered to Mezzanine Lender in connection with the closing of the Loan) and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower , except as disclosed in accordance the Tenant estoppel certificates delivered to Mezzanine Lender in connection with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate closing of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenantthe Loan. There has been no prior sale, transfer or assignment, hypothecation or pledge by Mortgage Borrower of Mortgage Borrower's interest in any Lease or of the Rents received therein therein, which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on will be outstanding following the Certified Rent Roll has assigned its Lease or sublet all or any portion funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesother than those being assigned to Mortgage Lender concurrently herewith. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection (a) Grantor shall fully comply with the closing all of the Loan (the “Certified Rent Roll”)terms, which rent roll is true, complete conditions and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the LeasesLeases so that the same shall not become in default and to do all that is needful to preserve all said Leases in force. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower With respect to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all whole or any part of the leased premises Property, Grantor shall not, without the prior written consent of Beneficiary, which consent shall not be unreasonably withheld, (i) permit assignment or subletting of all or part of the lessee's rights under the Lease unless the right to assign or sublet is expressly reserved by the lessee under the Lease, (ii) execute an assignment of the rents or any part thereof from the Collateral without Beneficiary's prior consent, (iii) modify or amend any lease so as to shorten the unexpired term thereof or so as to decrease, waive or compromise in any manner the amount of rents payable thereunder or materially expand the obligations of the lessor thereunder, (iv) accept surrender of the Lease or terminate the Lease except in accordance with the terms of the Lease providing for termination in the event of a default, (v) accept prepayments of any installments of rents to become due under such leases, except prepayments in the nature of security for the performance of the lessees thereunder, (vi) modify, release or terminate any guaranties of any such lease or (vii) in any other manner impair the value of the Property or the building of which the leased premises are security hereof. Any proceeds or damages resulting from a part. No Tenant lessee's default under any Lease has such Lease, at Beneficiary's option, shall be paid to Beneficiary and applied against sums owed under the Loan Documents even though such sums may not be due and payable. Except for non-delinquent real estate taxes and assessments, Grantor shall not permit any right lien to be created against the Property which may be or option for additional space may become prior to any Lease. If the Property is partially condemned or suffers a casualty, Grantor shall promptly repair and restore the Property in order to comply with the ImprovementsLeases.

Leases. The Property Lender is not authorized to foreclose this Deed of Trust subject to the rights of any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing tenants of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable TenantMortgaged Property, and the failure to make any paymentssuch tenants parties defendant to any such foreclosure proceedings and to foreclose their rights will not be, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to nor be given asserted by Borrower to be, a defense to any Tenant has already been received proceedings instituted by such Tenant. There has been no prior sale, transfer Lender to collect the sums secured hereby or assignment, hypothecation or pledge of to collect any Lease or deficiency remaining unpaid after the foreclosure sale of the Rents received therein which is outstandingMortgaged Property. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender Unless otherwise agreed by Xxxxxx in writing, no Tenant under any Lease has a right or option pursuant all leases and tenancies of the Mortgaged Property executed subsequent to such Lease or otherwise to purchase all the date hereof, or any part thereof, shall be subordinate and inferior to the lien of this Deed of Trust, but superior to any other lien on the Mortgaged Property and such leases and tenancies shall contain an attornment provision pursuant to which the tenant agrees to attorn to the successful bidder at the foreclosure sale of this Deed of Trust at the option of such successful bidder. Additionally, from time to time Xxxxxx may execute and record among the land records of the leased premises jurisdiction where this Deed of Trust is recorded, subordination statements with respect to such of said leases as Lender may designate, whereby the leases so designated by Lender will be made superior to the lien of this Deed of Trust. From and after the recordation of such subordination statements, the leases therein referred to shall be superior to the lien of this Deed of Trust and shall not be affected by any foreclosure hereof. All such leases and tenancies shall contain a provision to the effect that the tenant recognizes the right of Lender to effect such subordination of this Deed of Trust and consents thereto. Further, all such leases and tenancies shall contain a provision obligating the tenant to attorn to the Lender or the building of which the leased premises are successful bidder at a part. No Tenant under any Lease has any right or option for additional space in the Improvementsforeclosure sale following such foreclosure sale.

Leases. (a) The Property is Properties are not subject to any Leases other than the Leases described disclosed to Lender in writing or set forth in the certified rent roll occupancy and/or rental reports delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of on or prior to the Closing Date. Except as set forth on Schedule 4.1.26 attached hereto, there are no Major Leases on any Individual Property. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the any Individual Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and Borrower or, to the best of Borrower’s knowledge, any tenant under any Lease which have a Material Adverse Effect and, to the best of Borrower’s knowledge, there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunderunder any Lease which would have a Material Adverse Effect. No Except as disclosed to Lender in writing or set forth in the Rent Rolls delivered to Lender on or prior to the Closing Date, no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits There are held by Borrower in accordance with applicable lawno offsets or defenses to the payment of any portion of the Rents. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and and, except as disclosed to Lender in writing or set forth in the Rent Rolls, any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To Except as disclosed to Lender in writing or set forth in the Rent Rolls, to the best of Borrower’s knowledge after due inquiryknowledge, no Tenant listed on the Certified Rent Roll tenant has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements. To Borrower’s knowledge, no hazardous wastes or toxic substances, as defined by applicable Federal, State or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant’s intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste.

Leases. The Property is not subject to any Leases leases other than the Leases described on Schedule II and made a part hereof and the Operating Lease. Operating Lessee is the owner and lessor of landlord’s interest in the certified rent roll delivered to Lender in connection with Leases other than the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing DateOperating Lease. Borrower is the owner and lessor of landlord’s interest in the LeasesOperating Lease. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the LeasesLeases and Room License Agreements. The To the Borrower’s knowledge, the current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No To Borrower’s knowledge, except as disclosed to Lender on Schedule II hereof, (a) no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All , (b) all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenant. There tenant, (c) there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiryremains in effect, (d) in each case, unless otherwise indicated thereon, no Tenant tenant listed on the Certified Rent Roll Schedule II has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, (e) no Tenant tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant , and (f) no tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject (a) Prior to execution of any Leases other than the Leases described of space in the certified rent roll delivered Improvements after the date hereof, Grantor shall submit to Lender Beneficiary, for Beneficiary's prior approval, which approval shall not be unreasonably withheld, a copy of the form Lease Grantor plans to use in connection leasing space in the Improvements or at the Trust Property, but only to the extent such form is materially adversely modified from the form submitted to Beneficiary at or prior to the date hereof. No further submittals of the form Lease shall be required unless the form is materially adversely modified from the form most recently approved by Beneficiary. All such Leases of space in the Improvements or at the Trust Property shall be on terms consistent with the closing terms for similar leases in the market area of the Loan (Premises, shall provide for free rent only if the “Certified Rent Roll”)same is consistent with prevailing market conditions, which rent roll is true, complete and accurate shall provide for market rents then prevailing in all respects as the market area of the Closing Date. Borrower is the owner Premises, and lessor shall be for a term of landlord’s interest in the Leases. No Person has any possessory interest in the Property not less than three (3) months or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more greater than one (1) month in advance of its due dateyear. All Such Leases shall also provide for security deposits are held by Borrower in accordance reasonable amounts consistent with applicable lawprevailing market conditions. All work Grantor shall also submit to Beneficiary for Beneficiary's approval, which approval shall not be performed by Borrower under each unreasonably withheld, any proposed material adverse modification of the form Lease has been performed as required and has been accepted by of the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such TenantImprovements. There has been no prior sale, transfer or assignment, hypothecation or pledge of Grantor shall not execute any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet for all or any a substantial portion of the premises demised therebyTrust Property, no such Tenant holds its leased premises under assignment except for an actual occupancy by the Tenant, lessee or subleaselicensee thereunder, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed shall at all times promptly and faithfully perform, or cause to Lender be performed, all of the covenants, conditions and agreements contained in writingall Leases with respect to the Trust Property, no Tenant under any Lease has a right now or option pursuant to such Lease or otherwise to purchase all or any hereafter existing, on the part of the leased premises landlord, lessor or licensor thereunder to be kept and performed. Grantor shall furnish to Beneficiary, within thirty (30) days after a request by Beneficiary to do so, but in any event by January 1 of each year, a current Rent Roll, certified by Grantor as being true and correct, containing the building names of which all Tenants with respect to the leased premises are a part. No Tenant under any Lease has any right Trust Property, the terms of their respective Leases, the spaces occupied and the rentals or option for additional space in fees payable thereunder and the Improvementsamount of each Tenant's security deposit.

Leases. The Property is not subject to any Leases leases other than the Master Lease and the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)attached hereto as Schedule I and made a part hereof, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in in, and is lessor under, the Master Lease, and Master Tenant is the owner of landlord’s interest in, and is lessor under, the Leases. Borrower is the holder of an assignee’s interest of the Rents from Leases pursuant to the Master Lease ALR. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the LeasesMaster Lease, the Leases and Hotel Transactions. The current Leases are Master Lease is in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are is no defaults Event of Default (as defined in the Master Lease) thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute such an Event of Default. The Leases are in full force and effect and there are no defaults thereunder by either party and to Borrower’s knowledge, there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent or any amounts payable by Master Tenant to Borrower under the Master Lease has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower or Master Tenant (as applicable) in accordance with applicable law. All Except as disclosed in the tenant estoppels delivered to Lender in connection with the closing of the Loan or as disclosed in the rent roll, all work to be performed by Borrower under the Master Lease and Master Tenant under each Lease has been performed as required and has been accepted by Master or the applicable Tenantrelevant Tenant (as applicable), and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to Master Tenant or by Master Tenant to any Tenant has already been received by Master Tenant or such TenantTenant (as applicable). There Except pursuant to the Master Lease ALR, there has been no prior sale, transfer or assignment, hypothecation or pledge of the Master Lease, any Lease Lease, the rents payable under the Master Lease, or of the Rents received therein under the Leases which is outstanding. To Borrower’s knowledge after due inquiry, no No Tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or subleasesublease (other than with respect to the Master Lease), nor does anyone except such Tenant and its employees occupy such leased premisespremises (other than Master Tenant pursuant to the Master Lease). Except as disclosed to Lender in writing, no Neither Master Tenant nor any Tenant under any Lease has a right or option pursuant to the Master Lease or such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. (a) The Property is Properties are not subject to any Leases other than the Leases described in Schedule I attached hereto and made a part hereof, including, without limitation, the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing DateMaster Leases. Either Tower Borrower or Garage Borrower is the owner and lessor holder of landlord’s interest in each Lease affecting the LeasesProperties or any portion thereof. No Person has any possessory interest in the any Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto. No Rent or Vacant Space Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by each Borrower under each Lease has been performed as required in such Lease and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by either Borrower to any Tenant has tenant have already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents or the Vacant Space Rent received therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiry, no Tenant No tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building Property of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject to any Leases leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)attached hereto as Schedule I and made a part hereof, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property (or any portion thereof) or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no No Tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject to any Leases leases, subleases, licenses, concessions or other than agreements related to the Leases described in the certified rent roll delivered to Lender in connection with the closing leasing or renting of the Loan Property or any portion thereof, except for the Principal Lease (the “Certified Rent Roll”as amended from time to time), which rent roll is true, complete and accurate in all respects or as of set forth on the Closing Date. Borrower is the owner and lessor of landlord’s interest in the LeasesRent Roll (as defined herein). No Person person has any possessory interest in the Property or right to occupy the same except under and same, other than pursuant to the provisions Principal Lease disclosed in the Rent Roll. Borrower hereby represents that: (i) Borrower has delivered a schedule (the “Rent Roll”) of all Leases affecting the Property, which is attached to the Closing Certificate, which accurately and completely sets forth in all material respects for each Lease, the following: the name of the Tenant, the Lease expiration date, the space demised and amount of rent, which Rent Roll is true, correct and complete as of the date hereof; and (ii) the Borrower is the owner and holder of the landlord’s interest under the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions thatprior assignments of all or any portion of the Leases or any portion of the Rents and Profits which are presently outstanding and have priority over the assignment of leases and rents contained herein in Section 1.9 given by Borrower to Lender; and (iii) each Lease constitutes the legal, valid and binding obligation of Borrower; and (iv) to Borrower’s knowledge, after due and diligent inquiry and investigation no default exists, or with the passage passing of time or the giving of noticenotice or both would exist, under any Lease which would, in the aggregate, have a material adverse effect on Borrower or both, would constitute defaults thereunder. No Rent the Property; and (v) except as disclosed in writing in an estoppel certificate by such Tenant that has been delivered to Lender in connection with the Loan, to the Borrower’s knowledge, after due and diligent inquiry and investigation, no Tenant has any offset or defense to the payment of rent under its Lease; and (vi) except as disclosed in writing in an estoppel certificate by such Tenant that has been delivered to Lender in connection with the Loan, no Tenant has, as of the date hereof, paid rent under its Lease more than one (1) month in advance of its due date. All security deposits are held by Borrower advance, and the rents under such Lease has not been waived, released, or otherwise discharged or compromised; and (vii) except as disclosed in accordance writing in the estoppel certificate delivered to Lender in connection with applicable law. All the Loan all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenantsubstantially performed, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required all contributions to be given made by Borrower to any the Tenant has already thereunder have been received made and all other conditions precedent to each Tenant’s obligations thereunder have been satisfied; and (viii) except as disclosed in writing in an estoppel certificate by such Tenant. There Tenant that has been no prior saledelivered to and accepted by Lender in connection with the Loan, transfer or assignment, hypothecation or pledge of any each Tenant under a Lease or has entered into occupancy of the Rents received therein which is outstanding. To demised premises; and (ix) Borrower has delivered to Lender true, correct and complete copies of all Leases described in the Rent Roll; and (x) to the best of Borrower’s knowledge after due inquiryand belief, each Tenant is free from bankruptcy, reorganization or arrangement proceedings or a general assignment for the benefit of creditors; and (xi) except as specifically described in the Title Insurance Policy, no Tenant listed on Lease provides any party with the Certified Rent Roll has assigned its Lease right to obtain a lien or sublet all or any portion encumbrance upon the Property superior to the lien of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsthis Mortgage.

Leases. (a) The Property rent roll attached hereto as Schedule 4.20 (the “Rent Roll”) is true, complete and correct as of the date thereof, and the Premises is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property Premises or right to occupy the same except under and pursuant to the provisions of the Leasesa Lease. The current Leases identified on the Rent Roll are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party landlord, and to the best of the knowledge of Borrower, any tenant, and, to the knowledge of Borrower, there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance The forms of its due date. All security deposits the Leases delivered to Lender are held true and correct copies of the Lease forms used by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable TenantBorrower, and any there are no oral agreements with respect thereto. Any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. The tenants under the Leases evidenced by the Rent Roll have accepted possession of and are in occupancy of all of their respective Pad Site and have commenced the payment of full, unabated rent under the Leases. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents rents received therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiryknowledge, no Tenant tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject Rent Roll and Delinquency Report provided to any Leases other than the Leases described in the certified rent roll delivered Buyer pursuant to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)Section 4, which rent roll is as updated pursuant to Section 6.3.5, are true, correct, and complete and accurate in all respects as of the Closing Datedate prepared. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person Seller has any possessory interest in the Property or right to occupy the same except under and will, pursuant to the provisions Section 4, deliver to Buyer true, accurate and complete copies of all of the Leases. The current Leases are in full force and effect, and, to Borrowerthe best of Seller’s knowledge after due inquiryknowledge, there are no defaults thereunder leases, subleases, licenses, occupancies or tenancies in effect pertaining to any portion of the Property, and no persons, tenants or entities occupy space in the Property, except as stated on the most current Rent Roll. To the best of Seller’s knowledge, there are no rights to renew, extend or terminate the Leases or expand any Lease premises, except as shown in the Rent Roll, the Leases and the Due Diligence Items. To the best of Seller’s knowledge and except as expressly set forth in the Leases and Due Diligence Items, no brokerage commission or similar fee is due or unpaid by either party Seller with respect to any Lease, and there are no conditions thatwritten or oral agreements that will obligate Buyer, as Seller’s assignee, to pay any such commission or fee under any Lease or extension, expansion or renewal thereof. To the best of Seller’s knowledge, neither Seller nor any Tenant is in material default under its Lease. To the best of Seller’s knowledge, Seller is in full compliance with all of the passage of time landlord’s obligations under the Leases. Except as set forth in the Leases and Due Diligence Items, Seller has no obligation to any Tenant under the Leases to further improve such Tenant’s premises or the giving of notice, to grant or both, would constitute defaults thereunderallow any rent or other concessions. No Rent has rent or other payments have been paid collected in advance for more than one (1) month in advance of its due date. All security and no rents or other deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by Seller, except the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed security deposits described on the Certified Rent Roll has assigned its Lease or sublet all or any portion of and rent for the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementscurrent month.

Leases. (a) The Property is Properties are not subject to any Leases other than the Leases described disclosed to Lender in writing or set forth in the certified rent roll occupancy and/or rental reports delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of on or prior to the Closing Date. Except as set forth on Schedule 4.1.26 attached hereto, there are no Major Leases on any Individual Property. Borrower is the owner and lessor of landlord’s 's interest in the Leases. No Person has any possessory interest in the any Individual Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and Borrower or, to the best of Borrower's knowledge, any tenant under any Lease which have a Material Adverse Effect and, to the best of Borrower's knowledge, there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunderunder any Lease which would have a Material Adverse Effect. No Except as disclosed to Lender in writing or set forth in the Rent Rolls delivered to Lender on or prior to the Closing Date, no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits There are held by Borrower in accordance with applicable lawno offsets or defenses to the payment of any portion of the Rents. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and and, except as disclosed to Lender in writing or set forth in the Rent Rolls, any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To Except as disclosed to Lender in writing or set forth in the Rent Rolls, to the best of Borrower’s knowledge after due inquiry's knowledge, no Tenant listed on the Certified Rent Roll tenant has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements. To Borrower's knowledge, no hazardous wastes or toxic substances, as defined by applicable Federal, State or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant's intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste.

Leases. The Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with Rent Roll attached as SCHEDULE IV hereto and made a part hereof (and subleases permitted under the closing Anchor Lease). To the best of the Loan (the “Certified Rent Roll”)Borrower's knowledge after due inquiry, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No no Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to Borrower’s 's knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No To the best of Borrower's knowledge after due inquiry, no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All To the best of Borrower's knowledge after due inquiry, all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There To the best of Borrower's knowledge after due inquiry, there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s 's knowledge after due inquiry, except as set forth on SCHEDULE IV, no Tenant tenant listed on the Certified Rent Roll SCHEDULE IV has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in SCHEDULE IV, no tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as set forth in SCHEDULE IV. To Borrower's actual knowledge based on the Environmental Report delivered to Lender in connection herewith, no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant's intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste, except in either event, in compliance with applicable federal, state or local statues, rules and regulations.

Leases. The Property is not subject With respect to any Leases other than each Property, the Leases described information regarding the leases, licenses, tenancies, possession agreements and occupancy agreements with the tenants referenced under the captions "Business and Properties--Tenant Diversification" and "Business and Properties -- Existing Portfolio" in the certified rent roll delivered to Lender in connection with the closing of the Loan Prospectus (the “Certified Rent Roll”), which rent roll "Leases") is true, complete and accurate in all respects as of the Closing Datematerial respects. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property The Entity that owns fee or right to occupy the same except under and pursuant leasehold title to the provisions underlying Property (the "Holder") holds the lessor's interest under such Leases; a true and complete copy of all such Leases have been made available to the Leases. The current Operating Partnership; to Contributors' Knowledge, such Leases are in full force and effect, andexcept as indicated otherwise in the Disclosure Schedule, the Prospectus or in any estoppel certificate made available or delivered to Borrower’s knowledge after due inquirythe Operating Partnership prior to the Closing; the Holder, there are no defaults thereunder by either party and there are no conditions thatas lessor under such Leases, with the passage has not received any notice that it is in default of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance any of its due date. All security deposits obligations under such Leases beyond any applicable grace period which has not been cured; to Contributors' Knowledge, except as set forth in the Disclosure Schedule, no tenant is in default under any Lease except to the extent such default would not have a Material Adverse Effect; fixed rent and additional rent are held by Borrower being billed to the tenants in accordance with applicable law. All work the Leases, as applicable; no tenant is entitled to be performed by Borrower "free" rent, rent concessions, rebates, rent abatements, set-offs, or offsets against rent except as set forth in the Lease with such tenant and no tenant under each any such Lease claims a right to any of the foregoing, except as set forth in the Disclosure Schedule, the Prospectus or in any estoppel certificate made available or delivered to the Operating Partnership prior to the Closing; the Holder has been performed received no written notice that any tenant under any such Lease contests its pro rata shares of tax increases as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all that any tenant under any such Lease contests its pro rata shares of tax increases as required by its Lease or that any portion tenant contests any rent, escalation or other charges billed to it, except as set forth in the Disclosure Schedule, the Prospectus or in any estoppel certificate made available or delivered to the Operating Partnership prior to the Closing; no assignment of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant Holder's rights under any Lease has a right is in effect on the date hereof other than collateral assignments to secure mortgage or option pursuant mezzanine indebtedness; and, except as set forth in the Disclosure Schedule, the Prospectus or in any estoppel certificate made available or delivered to the Operating Partnership prior to the Closing, with respect to any Leases entered into by such Holder, no brokerage commissions will be due upon the failure of any tenant under any such Lease to exercise any cancellation right granted in its Lease or otherwise to purchase upon any extension or renewal of such Leases. To the Contributors' Knowledge, all or any part material obligations of the leased premises lessor under the Leases that have accrued to the date hereof have been performed or the building of which the leased premises are a partsatisfied. No Tenant To Contributors' Knowledge, no tenants under any Lease has of the Leases is presently the subject of any right voluntary or option for additional space in the Improvementsinvoluntary bankruptcy or insolvency proceedings.

Leases. The Property is not subject to any Leases leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)attached hereto as Schedule II and made a part hereof, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either any party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder, except as disclosed and certified by Borrower. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no No Tenant listed on the Certified Rent Roll Schedule II has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as disclosed in existing Leases. Further, all Major Leases and all renewals, amendments and modifications thereof and waivers thereunder executed after the date hereof shall be subject to Lender’s prior written approval. Lender shall execute and deliver its standard form of subordination, non-disturbance and attornment agreement to Tenants under any future Major Lease approved by Lender promptly upon request, with such commercially reasonable changes as may be requested by such Tenants, and which are reasonably acceptable to Lender.

Leases. The Property Premises contains 299 apartment units including the two (2) office spaces. The Rent Roll is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is a true, correct and complete and accurate in all respects list, as of the Closing Datedate thereof, of all Existing Leases affecting the Premises; the expiration dates of the Existing Leases; the rents payable by tenants thereunder; and security deposits made by tenants and held by Seller, and tenant's portion of any accrued interest thereon, if required by applicable law. Borrower is No tenant has any unilateral right or option to renew or extend the owner and lessor term of landlord’s interest its lease except as otherwise disclosed in the Rent Roll. There are no sums to be credited to any tenant or any set-offs against rent which may be claimed by any tenant by reason of any alterations, pre-paid rent, rental allowances, repairs, free rent, or otherwise pursuant to any written agreement between such tenant and Seller, except as otherwise disclosed in the Rent Roll. Any payments due to any tenant under any Existing Lease have been made. Except as disclosed on EXHIBIT D, no brokers or other intermediaries are entitled to receive any leasing, brokerage or other compensation out of or with respect to rents accruing under any Existing Leases pursuant to a written agreement between such brokers or other intermediaries and Seller, and no future Leases will make provision therefor. All obligations of Seller as landlord pursuant to Leases, including, without limitation thereto, decorating and alteration work, which shall have accrued at or prior to Closing will have been performed by Seller at or prior to Closing. No Person has apartment is being rented free to any possessory interest in person except as shown on the Property Rent Roll. Copies of all Existing Leases, together with any modifications or right to occupy amendments thereto are available for review during the same except under and pursuant to Feasibility Period by Buyer at the provisions Premises. To the best of the Leases. The current Seller's knowledge, all Existing Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed except as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as otherwise disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsRent Roll. The provisions of this subparagraph (a) shall survive Closing until October 1, 1996.

Leases. The rent roll for each Property attached hereto as Schedules 7 (collectively, the “Rent Roll Schedules”) is not true, complete and correct in all material respects and none of the Properties is subject to any Leases other than the related Operating Lease and the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)Roll Schedules, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leasesapplicable. The current Leases identified on the Rent Roll Schedules are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either any party thereto. The copies of the Leases delivered to Lender are true and complete, and there are no conditions that, oral agreements with the passage of time or the giving of notice, or both, would constitute defaults thereunderrespect thereto. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All construction work to be performed by each Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any . Any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by any Borrower to any Tenant has already been received by such Tenant. There Each Borrower has delivered to Lender a true, correct and complete list of all security deposits made by Tenants at the Property owned by such Borrower that have not been no prior saleapplied (including accrued interest thereon), transfer or assignment, hypothecation or pledge all of any Lease or which are held by such Borrower in accordance with the terms of the Rents received therein which is outstandingapplicable Lease and applicable Legal Requirements. To Borrower’s knowledge after due inquiryBorrowers’ knowledge, each Tenant is free from bankruptcy or reorganization proceedings. To Borrowers’ knowledge, no Tenant listed under any Lease is default under the terms and conditions of such Lease. No Tenant under any Lease (or any sublease) (other than the Operating Leases) is an Affiliate of any Borrower, except as may be otherwise disclosed on the Certified Rent Roll Schedules, as appropriate. The Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises, and are open for business and paying full, unabated rent. There are no brokerage fees or commissions due and payable in connection with the leasing of space at any Property, except as has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as been previously disclosed to Lender in writing, and no Tenant under such fees or commissions will become due and payable in the future in connection with the Leases, including by reason of any Lease has a right or option pursuant to extension of such Lease or otherwise to purchase all or any part expansion of the space leased premises or the building of which the leased premises are a part. No Tenant under any Lease thereunder, except as has any right or option for additional space previously been disclosed to Lender in the Improvementswriting.

Leases. The Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with Rent Roll attached as SCHEDULE II hereto and made a part hereof. To the closing best of the Loan (the “Certified Rent Roll”)Borrower's knowledge, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No no Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to Borrower’s knowledge after due inquiry's knowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No To the best of Borrower's knowledge, no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All To the best of Borrower's knowledge, all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There To the best of Borrower's knowledge, there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry's knowledge, no Tenant tenant listed on the Certified Rent Roll SCHEDULE II has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in SCHEDULE II, no tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as set forth in SCHEDULE II. To Borrower's actual knowledge based on the Environmental Report delivered to Lender in connection herewith, no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant's intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste, except in either event, in compliance with applicable federal, state or local statues, rules and regulations.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll Borrower has delivered to Lender in connection with the closing true and complete copies of the Loan (the “Certified Rent Roll”), all Leases pursuant to which rent roll is true, complete and accurate in all respects as of the Closing Date. any Borrower is the owner lessor at any of the Properties, including all modifications and lessor amendments thereto, which are in Borrower’s possession. Except for Borrower or affiliates of landlord’s interest in the Leases. No Person Borrower occupying all or any part of any Property, no person has any possessory interest in any of the Property Properties or right to occupy the same except under and pursuant to the provisions of the LeasesLeases or Permitted Encumbrances. The current Leases are Rent Roll is accurate and complete in full force all material respects, and effectthe applicable Borrower that owns the Property covered by each Lease on the Rent Roll is the lessor under such Lease. Except as indicated on the Rent Roll or Exception Report, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are being held by Borrower (including bonds or letters of credit being held in lieu of cash security deposits) and no Tenant or other party has any option, right of first refusal or similar preferential right to purchase all or any portion of any Property. Subject to the provisions of Section 4.7(a) and except as set forth in the Exception Report, upon foreclosure on any Property, with respect to each Lease at such Property either (i) Lender shall automatically succeed to the rights and obligations of the landlord under such Leases (ii) or such Leases may be terminated in accordance with applicable lawany early termination provisions within such Lease. All work Lender agrees, at Borrower’s sole cost and expense, to be performed by Borrower under each Lease has been performed as provide a subordination, attornment and non-disturbance agreement in form and substance reasonably acceptable to Lender if expressly required and has been accepted by the applicable Tenant, and pursuant to any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given Lease. No material amounts are payable by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any under a Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, (other than in connection with common area maintenance and other routine reconciliations) and no Tenant listed on has the Certified Rent Roll has assigned right to require Borrower to perform or finance any Material Alterations or improvements to the space covered by its Lease Lease. Notwithstanding any provision contained in this Agreement to the contrary, Leases may contain (and the same shall be expressly permitted hereunder without notice to or sublet all or any portion the consent of Lender, except to the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option extent required pursuant to such Lease Section 4.7(b)) the rights of tenants to receive reimbursement, contribution or otherwise to purchase all allowance by landlord for tenant improvements or any part of the leased premises rent concessions or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space abatements, in each case as set forth in the ImprovementsException Report.

Leases. The To Borrower’s actual knowledge, (a) the Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan Schedule III attached hereto and made a part hereof, (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. b) Borrower is the owner and lessor of landlord’s interest in the Leases. No , (c) no Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The Leases and (d) the current Leases are in full force and effect, and, to . To Borrower’s knowledge after due inquiryactual knowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All , all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There Other than in connection with the Original Loan, to Borrower’s actual knowledge, there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiryactual knowledge, except as set forth on Schedule III, no Tenant tenant listed on the Certified Rent Roll Schedule III has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, and no Tenant tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant To Borrower’s actual knowledge, except as set forth on Schedule III, no tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing origination of the Loan (and the “Certified Rent Roll”), which Air Rights Lease. Such certified rent roll is true, complete and accurate correct in all material respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leasesdate set forth therein. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the LeasesLeases or the REAs. The current Leases are in full force and effect, and, effect and to Mezzanine Borrower’s knowledge after due inquiry's knowledge, there are no material defaults thereunder by either party (other than as expressly disclosed in the Loan Agreement (Mortgage), on the certified rent roll delivered to Mezzanine Lender or the Tenant estoppel certificates delivered to Mezzanine Lender in connection with the closing of the Loan) and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower , except as disclosed in accordance the Tenant estoppel certificates delivered to Mezzanine Lender in connection with applicable law. All work to be performed by Borrower under each Lease has been performed the closing of the Loan and as required and has been accepted by otherwise set forth in the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such TenantLoan Agreement (Mortgage). There has been no prior sale, transfer or assignment, hypothecation or pledge by Mezzanine Borrower of any Lease or of the Rents received therein therein, which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on will be outstanding following the Certified Rent Roll has assigned its Lease or sublet all or any portion funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesother than those being assigned to Mezzanine Lender concurrently herewith. Except Other than the right to purchase the Air Rights Parcel as disclosed to Lender contained in writingthe Air Rights Lease, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject to any Leases other than the Prime Lease, the Operating Lease and the Leases described in the certified rent roll delivered to Lender in connection with the closing origination of the Loan (the “Certified Rent Roll”), which Loan. Such certified rent roll is true, complete and accurate correct in all material respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leasesdate set forth therein. No Person has any possessory interest in the Property or right to occupy the same (other than typical short-term occupancy rights of hotel guests which are not the subject of a written agreement) except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to the Best of Mezzanine Borrower’s knowledge after due inquiryKnowledge, there are no material defaults thereunder by either party (other than as expressly disclosed on the certified rent roll delivered to Mezzanine Lender or the Tenant estoppel certificates delivered to Mezzanine Lender in connection with the closing of the Loan) and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower , except as disclosed in accordance the Tenant estoppel certificates delivered to Mezzanine Lender in connection with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate closing of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenantthe Loan. There has been no prior sale, transfer or assignment, hypothecation or pledge by Mortgage Borrower of Mortgage Borrower’s interest in any Lease or of the Rents received therein therein, which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on will be outstanding following the Certified Rent Roll has assigned its Lease or sublet all or any portion funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesother than those being assigned to Mortgage Lender concurrently herewith. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll Borrower has delivered to Lender in connection with the closing of the Loan a true, correct and complete schedule (the “Certified Rent Roll”), which rent roll is true, complete and accurate in ) of all respects Leases affecting the Property as of the Closing Date. Borrower is date hereof, which accurately and completely sets forth in all material respects for each such Lease, the owner and lessor of landlord’s interest in following: the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions name of the Leases. The current Leases are in full force and effectTenant, andthe Lease expiration date, to Borrower’s knowledge after due inquirythe base rent payable, there are no defaults thereunder by either party and there are no conditions that, with the passage amount of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid any rent prepaid more than one (1) month in advance advance, the security deposit held thereunder and any other material provisions of its due datesuch Lease. Upon Lender’s written request, Borrower shall provide true, correct and complete copies of all Leases described in the Rent Roll. Each Lease constitutes the legal, valid and binding obligation of Borrower and, to the best of Borrower’s knowledge and belief, is enforceable against the Tenant thereof. No default exists, or with the passing of time or the giving of notice or both would exist, under any Lease which would, in the aggregate, have a material adverse effect on Borrower or the Property. Except as set forth in the Rent Roll, no Tenant under any Lease has, as of the date hereof, paid rent more than thirty (30) days in advance, and the rents under such Leases have not been waived, released, or otherwise discharged or compromised. All security deposits required under such Leases have been fully funded and are held by Borrower in accordance with a separate segregated account or as otherwise required by applicable law. All work No Lease provides any party with the right to be performed obtain a lien or encumbrance upon the Property superior to the lien of this Deed of Trust. The Property forms no part of any property owned, used or claimed by Borrower as a residence or business homestead and is not exempt from forced sale under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or laws of the Rents received therein state in which the Premises is outstandinglocated. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet Borrower hereby disclaims and renounces each and every claim to all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except Property as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementshomestead.

Leases. The To the best of Borrower’s knowledge after due inquiry and except as set forth on Schedule I, (a) the Property is not subject to any Leases other than the Leases described in Schedule I attached hereto and made a part hereof and the certified rent roll delivered to Lender in connection with the closing of the Loan Hotel Operating Lease, (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower b) Hotel Owner is the owner and lessor of landlord’s interest in the Hotel Operating Lease and Hotel Operator is the lessor under all other Leases. No , (c) no Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The , (d) the current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No , (e) no Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All , (f) all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenant. There tenant, (g) there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquirystill in effect, (h) no Tenant tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, (i) no Tenant tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant , and (j) no tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except for rights expressly set forth in the applicable Lease.

Leases. The Borrower represents and warrants to Lender with respect to the Leases that: (a) the rent roll attached hereto as Schedule I is true, complete and correct and the Property is not subject to any Leases other than the Leases described in Schedule I, (b) except as set forth in the certified rent roll delivered estoppel letters to Lender in connection with or as set forth on Schedule I the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases identified on Schedule I are in full force and effect, and, effect to Borrower’s knowledge after due inquiry, and there are no defaults thereunder by either party Borrower, or to the knowledge of Borrower, any Tenant, (c) the copies of the Leases delivered to Lender are true and complete, and there are no conditions thatoral agreements with respect thereto, with the passage of time or the giving of notice(d) except as otherwise disclosed on Schedule I, or both, would constitute defaults thereunder. No no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed , (e) except as required and has been accepted by the applicable Tenantotherwise disclosed on Schedule I, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There , (f) all security deposits are being held in accordance with Legal Requirements, (g) Borrower has been no prior sale, transfer or assignment, hypothecation or pledge knowledge of any Lease notice of termination or default with respect to any Lease, (h) Borrower has not assigned or pledged any of the Rents received Leases, the rents or any interests therein which is outstanding. To Borrower’s knowledge after due inquiryexcept to Lender, (i) no Tenant listed on the Certified Rent Roll or other party has assigned its Lease an option or sublet right of first refusal or offer, to purchase all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone Property; and (j) except such Tenant and its employees occupy such leased premises. Except as otherwise disclosed to Lender in writingon Schedule I, no Tenant under any Lease that is not a Major Lease has a the right or option pursuant to such terminate its Lease or otherwise prior to purchase all or any part expiration of the leased premises stated term of such Lease. For purposes hereof, the term “Lease” shall not include any sublease or the building of other occupancy agreement to which the leased premises are Borrower is not a part. No Tenant under any Lease has any right or option for additional space in the Improvementsparty.

Leases. The Property is not subject An accurate and complete Rent Roll and summary thereof in a form reasonably satisfactory to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects Agent as of the Closing Date. Borrower is date of inclusion of the owner and lessor of landlord’s interest Mortgaged Property in the LeasesCollateral (or such other recent date as may be acceptable to the Agent) with respect to all Leases of any portion of the Mortgaged Property has been provided to the Agent. No Person has any possessory interest The Leases reflected on such Rent Roll constitute as of the date thereof the sole agreements and understandings relating to leasing or licensing of space at the Mortgaged Property and in the Property or right to occupy the same except under and pursuant to the provisions Building relating thereto. Each of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with was entered into as the passage result of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required arms-length negotiation and has not been accepted by modified, changed, altered, assigned, supplemented or amended in any respect, except as reflected on the applicable TenantRent Roll, and no tenant is entitled to any payments, free rent, partial rent, rebate of rent or other payments, creditscredit, allowances offset or abatements required to be given by Borrower to any Tenant has already been received by such Tenantdeduction in rent, including, without limitation, lease support payments or lease buy-outs, except as reflected in the Rent Roll. There has been are no prior saleoccupancies, transfer rights, privileges or assignment, hypothecation licenses in or pledge of any Lease to the Mortgaged Property or of portion thereof other than pursuant to the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on Leases reflected in Rent Rolls previously furnished to the Certified Rent Roll has assigned its Lease or sublet all or any portion of Agent for the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesMortgaged Property. Except as disclosed set forth in each Rent Roll, the Leases reflected therein are in full force and effect in accordance with their respective terms, without any payment default or any other material default thereunder, nor are there any defenses, counterclaims, offsets, concessions or rebates available to Lender in writingany tenant thereunder, and neither the Borrower, the Guarantor nor any of their respective Subsidiaries has given or made, any notice of any payment or other material default, or any claim, which remains uncured or unsatisfied, with respect to any of the Leases. The Rent Rolls furnished to the Banks accurately and completely set forth all rents payable by and security, if any, deposited by tenants, no Tenant under tenant having paid more than one month's rent in advance. All tenant improvements or work to be done for tenants on the Rent Roll, furnished or paid for by the Borrower, the Guarantor or any of their respective Subsidiaries, or credited or allowed to a tenant, for, or in connection with, the Building pursuant to any Lease has been completed and paid for or provided for in a right manner satisfactory to the Agent. No material leasing, brokerage or option pursuant to such Lease like commissions, fees or otherwise to purchase all payments are due from the Borrower, the Guarantor or any part of their respective Subsidiaries in respect of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLeases.

Leases. The Property is not subject Borrowers have delivered to any Leases other than the Agent true and complete copies of the Leases described in the certified rent roll and any amendments thereto relating to each Mortgaged Property required to be delivered to Lender in connection with the closing as a part of the Loan (Eligible Real Estate Qualification Documents as of the “Certified date hereof. An accurate and complete Rent Roll”), which rent roll is true, complete and accurate Roll in all material respects as of the Closing Date. Borrower is the owner and lessor date of landlord’s interest inclusion of each Mortgaged Property in the LeasesCollateral with respect to all Leases of any portion of the Mortgaged Property has been provided to the Agent. The Leases previously delivered to Agent as described in the preceding sentence constitute as of the date thereof the sole agreements relating to leasing or licensing of space at such Mortgaged Property and in the Building relating thereto. No Person has tenant under any possessory interest in the Property or right Lease is entitled to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent payments, credit, offset or deduction in rent, including, without limitation, lease support payments or lease buy-outs, except as reflected in such Leases or such Rent Roll. Except as set forth in Schedule 6.22, the Leases reflected therein are, as of the date of inclusion of the applicable Mortgaged Property in the Collateral, in full force and effect in accordance with their respective terms, without any payment default or any other material default thereunder, nor are there any defenses, counterclaims, offsets, concessions or rebates available to any tenant thereunder, and except as reflected in Schedule 6.22, no Borrower has given or made, any notice of any payment or other paymentsmaterial default, creditsor any claim, allowances which remains uncured or abatements required to be given by Borrower unsatisfied, with respect to any Tenant has already been received of the Leases, and to the best of the knowledge and belief of the Borrowers, there is no basis for any such claim or notice of default by such Tenantany tenant which would result in a Material Adverse Effect. There has been Borrower knows of no prior sale, transfer condition which with the giving of notice or assignment, hypothecation the passage of time or pledge both would constitute a default on the part of any tenant with respect to the material terms under a Lease or of the Rents received therein respective Borrower as landlord under the Lease. No security deposit or advance rental or fee payment has been made by any lessee or licensor under the Leases except as may be specifically designated in the copies of the Leases furnished to the Agent. No property other than the Mortgaged Property which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion subject of the premises demised therebyapplicable Lease is necessary to comply with the requirements (including, no without limitation, parking requirements) contained in such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLease.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Schedule II attached hereto and accurate in all respects as of the Closing Datemade a part hereof. Borrower or Operating Tenant, as the case may be, is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Major Leases are in full force and effect, effect and, to Borrower’s knowledge after due inquiry, there are no material defaults thereunder by either party Borrower or Operating Tenant, as the case may be, or any tenant under any Major Lease, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunderunder any Major Lease. No Rent has been paid more than one (1) month in advance of its due date. All security deposits There are held by Borrower in accordance no offsets or defenses to the payment of any portion of the Rents payable with applicable lawrespect to Major Leases. All work to be performed by Borrower or Operating Tenant, as the case may be, under each Major Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower or Operating Tenant, as the case may be, to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Major Lease or of the Rents received therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant To Borrower’s knowledge, no Hazardous Materials have been disposed, stored or treated by any tenant under any Lease has on or about the leased premises nor does Borrower have any right knowledge of any tenant’s intention to use its leased premises for any activity which, directly or option indirectly, involves the use, generation, treatment, storage, disposal or transportation of any Hazardous Materials, except those that are both (i) in material compliance with current Environmental Laws and with permits issued pursuant thereto (if such permits are required), and (ii) either (A) in amounts not in excess of that necessary to operate, clean, repair and maintain the Property or each tenant’s respective business at the Property as set forth in their respective Leases, (B) held by a tenant for additional space sale to the public in its ordinary course of business, or (C) fully disclosed in the ImprovementsEnvironmental Reports or otherwise disclosed to and approved by Lender in writing.

Leases. The Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with Rent Roll attached as SCHEDULE IV hereto and made a part hereof (and subleases permitted under the closing of the Loan (the “Certified Rent Roll”Anchor Lease), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to Borrower’s Grantor's knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower Grantor under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower Grantor to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s Grantor's knowledge after due inquiry, except as set forth on SCHEDULE IV, no Tenant tenant listed on the Certified Rent Roll SCHEDULE IV has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in SCHEDULE IV, no tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as set forth in SCHEDULE IV. To Grantor's actual knowledge based on the Environmental Report delivered to Lender in connection herewith, no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Grantor have any knowledge of any tenant's intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste, except in either event, in compliance with applicable federal, state or local statues, rules and regulations.

Leases. The Property is not subject to any Leases leases other than the Operating Lease and Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)attached hereto as Schedule I and made a part hereof, which rent roll roll, to Borrower’s knowledge, is true, complete and accurate in all material respects as of the Closing Date. Mortgage Borrower is the owner and lessor of landlord’s interest in the Leases. No To Borrower’s knowledge, (i) with the exception of hotel guests and patrons, no Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The , (ii) the current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by effect and neither Mortgage Borrower nor Operating Lessee have received or delivered written notice that either party is in default under any Lease except for (A) defaults which have been cured and there are no conditions that(B) defaults that do not, with in the passage of time or the giving of notice, or both, would constitute defaults thereunderaggregate have a materially adverse effect. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower date (except with respect to provision of rooms and banquet and meeting space in accordance with applicable lawthe ordinary course of business). All work to be performed by Mortgage Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Mortgage Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiryknowledge, no Tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant To Borrower’s knowledge, no Hazardous Substances have been disposed, stored or treated by any tenant under any Lease has on or about the leased premises nor does Borrower have any right knowledge of any tenant’s intention to use its leased premises for any activity which, directly or option for additional space in indirectly, involves the Improvementsuse, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste.

Leases. The rent roll attached hereto as Schedule XI is true, complete and correct in all material respects and no Individual Property is not subject to any material Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Dateon Schedule XI. Borrower Either Owner or Operating Lessee is the owner and lessor of landlord’s interest in the Leases. No Person (other than Owner) has any possessory interest in the any Individual Property or right to occupy the same except under and pursuant to the provisions of the LeasesLeases (other than typical short-term occupancy rights of hotel guests). The current Leases identified on Schedule XI are in full force and effecteffect and there are no material defaults thereunder by Owner, Operating Lessee or, to Borrower’s and Leasehold Pledgor’s knowledge, the other party beyond any applicable notice or cure period (except as disclosed on Schedule XI), and, to Borrower’s knowledge after due inquiryand Leasehold Pledgor’s knowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto. No Rent relating to the Leases (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower Owner or Operating Lessee under each Lease has been performed as required and has been accepted by the applicable Tenant, and any tenant. Any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower Owner or Operating Lessee to any Tenant tenant has already been received by such Tenanttenant except as otherwise set forth on Schedule XI. The tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised Individual Property and have commenced the payment of full, unabated rent under the Leases. Borrower or Leasehold Pledgor has delivered to Lender a true, correct and complete list of all security deposits made to Owner or Operating Lessee by tenants at the Properties which have not been applied (including accrued interest thereon), all of which are held by Owner or Operating Lessee in accordance with the terms of the applicable Lease and applicable Legal Requirements. To Borrower’s and Leasehold Pledgor’s knowledge, each tenant is free from bankruptcy or reorganization proceedings. No tenant under any Lease (or any sublease) is an Affiliate of any Loan Party. To Borrower’s and Leasehold Pledgor’s knowledge, the tenants under the Leases are open for business and paying full, unabated rent. There are no brokerage fees or commissions due and payable in connection with the leasing of space at any Individual Property, except as set forth on Schedule XI. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents relating thereto or other Gross Revenue received therein which is outstandingwill be outstanding following the funding of the Loan (other than to Lender). To Borrower’s knowledge after due inquiry, no Tenant No tenant listed on the Certified Rent Roll Schedule XI has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor nor, to Borrower’s and Leasehold Pledgor’s knowledge, does anyone except such Tenant tenant and its employees employees, guests and invitees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements, except as disclosed on Schedule XI.

Leases. The Property (i) All Leases and all renewals of Leases executed after the date hereof shall (A) provide for rental rates comparable to existing local market rates for similar properties, (B) be on commercially reasonable terms, (C) provide that such Lease is subordinate to the Deed of Trust, that the lessee will attorn to Lender and any purchaser at a foreclosure sale, provided that Lender or purchaser at a foreclosure sale agrees to the non-disturbance of such Lease so long as the tenant thereto pays all rents and other charges as specified in such Lease and is not otherwise in default (beyond applicable notice and cure periods) of any of its obligations and covenants pursuant to the Lease, and (D) not contain any terms which would materially adversely affect Lender’s rights under the Loan Documents. All Leases over 10,000 square feet (“Major Leases”) and all other Leases and all renewals, amendments and modifications thereof executed after the date hereof shall be subject to Lender’s prior approval, which approval shall not be unreasonably withheld or delayed. In connection with any Leases renewal, amendment or modification executed after to any Major Lease or Lease, Borrower shall submit to Lender a term sheet (the “Term Sheet”) identifying the proposed tenant, the proposed leased space, term, rent, tenant options, free rent periods, tenant improvement allowances, and other than tenant concessions, and all other material economic terms of such proposed lease, together with all information and materials regarding the Leases described in financial status, creditworthiness, and reputation of such proposed tenant, and any other information regarding the certified rent roll proposed lease and tenant as Lender shall reasonably request. If such Lease is not a Qualified Lease (a “Non-Qualified Lease”) pursuant to this Section 8(r), Lender shall either approve or disapprove such proposed lease within five (5) Business Days after delivery to Lender of the Term Sheet together with all other materials required to be delivered to Lender hereunder or requested by Lender. If Lender fails to approve or reject the proposed Non-Qualified Lease within such five (5) Business Day period, such proposed lease shall be deemed approved by Lender, provided the Term Sheet was delivered to Lender accompanied by a notice stating in connection bold face type: “THIS IS A REQUEST FOR LEASE APPROVAL. IF LENDER FAILS TO RESPOND WITHIN FIVE (5) BUSINESS DAYS, THE LEASE WILL BE DEEMED APPROVED.” If Lender approves (or is deemed to have approved) a Term Sheet, Borrower may thereafter execute a lease with such proposed tenant provided that (i) such lease is upon the closing terms set forth in the Term Sheet in all material respects, and (ii) such lease is on the standard lease form approved by Lender with no material adverse modifications (except as approved by Lender). Such lease form shall provide that the tenant shall attorn to Lender, and that any cancellation, surrender, or amendment of such lease without the prior written consent of Lender shall be voidable by Lender. Notwithstanding anything to the contrary contained in the Loan Documents, Lender’s approval shall not be required with respect to any proposed future Leases or Lease extensions or amendments (each, a “Qualified Lease”) if the “Certified Rent Roll”), which rent roll following conditions are satisfied: (1) there exists no Event of Default; (2) the lease is true, complete and accurate in all respects as of on the Closing Date. Borrower is standard lease form approved by Lender with no material adverse modifications; (3) the owner and lessor of landlord’s interest lease does not conflict with any restrictive covenant affecting the Property or any other lease for space in the Leases. No Person has any possessory interest Property; (4) the leased premises, when combined with all other space in the Property or right leased to occupy the same except tenant or any Affiliate thereof, is less than 5,000 rentable square feet, (5) loan disbursements for leasing costs for such lease shall not exceed $500,000, (6) the tenant under such lease is not an Affiliate of Borrower and pursuant such lease is on terms which are arm’s-length and commercially reasonable given then-current market conditions, and (7) Borrower delivers to Lender within five (5) Business Days after its execution of such lease (i) a fully executed copy of such lease (as amended) certified by Borrower as true and complete, and (ii) a certificate of Borrower certifying that the provisions lease (as amended) satisfies all of the Leases. The current Leases are in full force and effect, and, conditions of this Section 8(r) to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed qualify as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsQualified Lease.

Leases. The Property is not subject to 5.4.6.1 All collected rent (whether fixed monthly rentals, additional rentals, escalation rentals, retroactive rentals, operating cost pass‑throughs or other sums and charges payable by Tenants under the Leases), income and expenses from any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing portion of the Loan Property shall be prorated as of the Closing Date (prorated for any partial month). Purchaser shall receive all collected rent and income attributable to dates from and after the “Certified Rent Roll”)Closing Date. Seller shall receive all collected rent and income attributable to dates prior to the Closing Date. Notwithstanding the foregoing, no prorations shall be made in relation to either (a) non‑delinquent rents which rent roll is true, complete and accurate in all respects have not been collected as of the Closing Date, or (b) delinquent rents existing, if any, as of the Closing Date (the foregoing (a) and (b) referred to herein as the "Uncollected Rents"). Borrower is In adjusting for Uncollected Rents, no adjustments shall be made in Seller’s favor for rents which have accrued and are unpaid as of the owner Closing, but Purchaser shall pay Seller such accrued Uncollected Rents as and lessor when collected by Purchaser. Purchaser agrees to xxxx Tenants of landlord’s interest in the Property for all Uncollected Rents and to take reasonable actions to collect Uncollected Rents. From and after the Closing, all rent (whether fixed monthly rentals, additional rentals, escalation rentals, retroactive rentals, operating cost pass-throughs or other sums and charges payable by Tenants under the Leases. No Person has any possessory interest in the Property or right to occupy the same except under ), income and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or expenses from any portion of the premises demised therebyProperty shall be first applied to current rent owed to Purchaser (including delinquent rent owed to Purchaser after Closing), no such Tenant holds then to delinquent rents owed to Seller for periods prior to Closing. After the Closing, Seller shall continue to have the right, but not the obligation, in its leased premises under assignment own name, to demand payment of and to collect Uncollected Rents owed to Seller by any Tenant, which right shall include, without limitation, the right to continue or sublease, nor does anyone except such commence legal actions or proceedings against any Tenant and its employees occupy the delivery of the Leases Assignment shall not constitute a waiver by Seller of such leased premisesright; provided however, that the foregoing right of Seller shall be limited to actions seeking monetary damages and, in no event, shall Seller seek to evict any Tenants in any action to collect Uncollected Rents. Except Purchaser agrees to cooperate with Seller in connection with all efforts by Seller to collect such Uncollected Rents and to take all steps, whether before or after the Closing Date, as disclosed may be necessary to Lender carry out the intention of the foregoing, including, without limitation, the delivery to Seller, within 7 days after a written request, of any relevant books and records (including, without limitation, rent statements, receipted bills and copies of tenant checks used in writingpayment of such rent), no Tenant under the execution of any Lease has a right and all consents or option other documents, and the undertaking of any act reasonably necessary for the collection of such Uncollected Rents by Seller; provided, however, that Purchaser’s obligation to cooperate with Seller pursuant to such Lease this sentence shall not obligate Purchaser to terminate any Tenant lease with an existing Tenant or otherwise to purchase all or evict any part of existing Tenant from the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsProperty.

Leases. The Property is not subject to any Leases other than the Prime Lease, the Sublease and the Leases described in the certified rent roll delivered to Lender in connection with the closing origination of the Loan (the “Certified Rent Roll”), which Loan. Such certified rent roll is true, complete and accurate correct in all material respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leasesdate set forth therein. No Person has any possessory interest in the Property or right to occupy the same (other than typical short-term occupancy rights of hotel guests which are not the subject of a written agreement) except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to the Best of Borrower’s knowledge after due inquiryKnowledge, there are no material defaults thereunder by either party (other than as expressly disclosed on the certified rent roll delivered to Lender or the Tenant estoppel certificates delivered to Lender in connection with the closing of the Loan) and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower , except as disclosed in accordance the Tenant estoppel certificates delivered to Lender in connection with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate closing of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenantthe Loan. There has been no prior sale, transfer or assignment, hypothecation or pledge by Borrower of any Lease or of the Rents received therein therein, which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on will be outstanding following the Certified Rent Roll has assigned its Lease or sublet all or any portion funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed other than those being assigned to Lender in writing, no concurrently herewith. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The To Borrower's Knowledge, the Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Roll attached as SCHEDULE XI hereto and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leasesmade a part hereof. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effecteffect and, andexcept as set forth on SCHEDULE XII hereto, to Borrower’s knowledge after due inquiry's Knowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and and, except as set forth on SCHEDULE XII hereto, any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry's Knowledge, except as set forth on Schedule XI, no Tenant tenant listed on the Certified Rent Roll SCHEDULE XI has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in SCHEDULE XI, no tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as set forth in SCHEDULE XI. To Borrower's actual knowledge based on the Environmental Report delivered to Lender in connection herewith, no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant's intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste, except in either event, in compliance with applicable federal, state or local statues, rules and regulations.

Leases. The Property is not subject to 5.4.6.1 All collected rent (whether fixed monthly rentals, additional rentals, escalation rentals, retroactive rentals, operating cost pass-throughs or other sums and charges payable by Tenants under the Leases), income and expenses from any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing portion of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects Property shall be prorated as of the Closing Date. Borrower is Purchaser shall receive all collected rent and income attributable to dates from and after the owner Closing Date. Seller shall receive all collected rent and lessor income attributable to dates prior to the Closing Date. Notwithstanding the foregoing, no prorations shall be made in relation to either (a) non-delinquent rents which have not been collected as of landlordthe Closing Date, or (b) delinquent rents existing, if any, as of the Closing Date (the foregoing (a) and (b) referred to herein as the “Uncollected Rents”). In adjusting for Uncollected Rents, no adjustments shall be made in Seller’s interest in favor for rents which have accrued and are unpaid as of the Closing, but Purchaser shall pay Seller such accrued Uncollected Rents as and when collected by Purchaser. Purchaser agrees to xxxx Tenants of the Property for all Uncollected Rents and to take reasonable actions to collect Uncollected Rents. Notwithstanding the foregoing, Purchaser’s obligation to collect Uncollected Rents shall be limited to Uncollected Rents of not more than 90 days past due, and Purchaser’s collection of rents shall be applied, first, towards current rent due and owing under the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, second, to Borrower’s knowledge after due inquiryUncollected Rents. After the Closing, there are no defaults thereunder Seller shall continue to have the right, but not the obligation, in its own name, to demand payment of and to collect Uncollected Rents owed to Seller by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable any Tenant, which right shall include, without limitation, the right to continue or commence legal actions or proceedings against any Tenant and the delivery of the Leases Assignment shall not constitute a waiver by Seller of such right; provided however, that the foregoing right of Seller shall be limited to actions seeking monetary damages and, in no event, shall Seller seek to evict any paymentsTenants in any action to collect Uncollected Rents. Purchaser agrees to cooperate with Seller in connection with all efforts by Seller to collect such Uncollected Rents and to take all steps, free whether before or after the Closing Date, as may be necessary to carry out the intention of the foregoing, including, without limitation, the delivery to Seller, within 7 days after a written request, of any relevant books and records (including, without limitation, rent statements, receipted bills and copies of tenant checks used in payment of such rent), partial rent, rebate the execution of rent any and all consents or other paymentsdocuments, creditsand the undertaking of any act reasonably necessary for the collection of such Uncollected Rents by Seller; provided, allowances or abatements required however, that Purchaser’s obligation to be given by Borrower cooperate with Seller pursuant to this sentence shall not obligate Purchaser to terminate any Tenant has already been received by such Tenant. There has been no prior sale, transfer lease with an existing Tenant or assignment, hypothecation or pledge of evict any Lease or of existing Tenant from the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsProperty.

Leases. The rent roll attached hereto as Schedule XI is true, complete and correct in all material respects and no Individual Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Dateon Schedule XI. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the any Individual Property or right to occupy the same except under and pursuant to the provisions of the LeasesLeases (other than typical short-term occupancy rights of hotel guests). The current Leases identified on Schedule XI are in full force and effecteffect and there are no material defaults thereunder by Borrower or, to Borrower’s knowledge, the other party beyond any applicable notice or cure period (except as disclosed on Schedule XI), and, to Borrower’s knowledge after due inquiryknowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto. No Rent relating to the Leases (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any tenant. Any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant except as otherwise set forth on Schedule XI. The tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised Individual Property and have commenced the payment of full, unabated rent under the Leases. Borrower has delivered to Lender a true, correct and complete list of all security deposits made by tenants at the Properties which have not been applied (including accrued interest thereon), all of which are held by Borrower in accordance with the terms of the applicable Lease and applicable Legal Requirements. To Borrower’s knowledge, each tenant is free from bankruptcy or reorganization proceedings. No tenant under any Lease (or any sublease) is an Affiliate of Borrower. To Borrower’s knowledge, the tenants under the Leases are open for business and paying full, unabated rent. There are no brokerage fees or commissions due and payable in connection with the leasing of space at any Individual Property, except as set forth on Schedule XI. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents relating thereto or other Gross Revenue received therein which is outstandingwill be outstanding following the funding of the Loan (other than to Lender). To Borrower’s knowledge after due inquiry, no Tenant No tenant listed on the Certified Rent Roll Schedule XI has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor nor, to Borrower’s knowledge, does anyone except such Tenant tenant and its employees employees, guests and invitees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements, except as disclosed on Schedule XI.

Leases. The Property is not subject Borrower has delivered to any Leases other than the Agent true copies of the Leases described in the certified rent roll relating to each Mortgaged Property required to be delivered to Lender in connection with the closing as a part of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects Eligible Real Estate Qualification Documents as of the Closing Datedate hereof. Borrower is An accurate and complete Rent Roll and Lease Summary as of the owner and lessor date of landlord’s interest inclusion of each Mortgaged Property in the LeasesCollateral with respect to all Leases of any portion of the Mortgaged Property has been provided to the Agent. The Leases reflected on such Rent Roll constitute as of the date thereof the sole agreements relating to leasing or licensing of space at such Mortgaged Property and in the Building relating thereto. No Person has Major Tenant is entitled to any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, creditscredit, allowances offset or abatements required to be given by Borrower to any Tenant has already been received by deduction in rent, including, without limitation, lease support payments or lease buy-outs, except as reflected in such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesRoll. Except as disclosed to Lender set forth in writingSchedule 6.22, no Tenant under the Leases reflected therein are, as of the date of inclusion of the applicable Mortgaged Property in the Collateral, in full force and effect in accordance with their respective terms, without any Lease has a right or option pursuant to such Lease or otherwise to purchase all payment default or any part other material default thereunder, nor are there any defenses, counterclaims, offsets, concessions or rebates available to any tenant thereunder, and neither the Borrower nor any Guarantor has given or made, any notice of any payment or other material default, or any claim, which remains uncured or unsatisfied, with respect to any of the leased premises Leases, and to the best of the knowledge and belief of the Borrower, there is no basis for any such claim or the building notice of which the leased premises are a partdefault by any tenant. No Tenant under any property other than the Mortgaged Property which is the subject of the applicable Lease has any right or option for additional space is necessary to comply with the requirements (including, without limitation, parking requirements) contained in the Improvementssuch Lease.

Leases. The Property is not subject to any Leases leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Roll attached as Schedule II hereto and accurate in all respects as of the Closing Datemade a part hereof. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, effect and, to Borrower’s knowledge after due inquiryKnowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiryKnowledge, except as set forth on Schedule II, no Tenant tenant listed on the Certified Rent Roll Schedule II has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in Schedule II, no tenant under any Lease has any right or option for additional space in the Improvements. To Borrower’s actual knowledge based on the Environmental Report delivered to Lender in connection herewith, no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant’s intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste, except in either event, in compliance with applicable federal, state or local statues, rules and regulations.

Leases. (a) The Property is Properties are not subject to any Leases other than the Leases described in Schedule I attached hereto and made a part hereof, including, without limitation, the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing DateMaster Leases. Either Tower Mortgage Borrower or Garage Mortgage Borrower is the owner and lessor holder of landlord’s interest in each Lease affecting the Leases. Properties or any portion thereof No Person has any possessory interest in the any Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto. No Rent or Vacant Space Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by each Mortgage Borrower under each Lease has been performed as required in such Lease and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by either Borrower to any Tenant has tenant have already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents or the Vacant Space Rent received therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiry, no Tenant No tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building Property of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The There are no leases, license agreements or other occupancy agreements for the Property is not subject to any Leases binding upon the Purchaser or its successors other than the Leases described in on the certified rent roll schedule of leases attached hereto as Exhibit B. The copies of the Leases delivered to Lender in connection with Purchaser by or on behalf of Seller prior to the closing execution of the Loan (the “Certified Rent Roll”), which rent roll is this Agreement are true, accurate and complete and accurate in all material respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases date hereof, are in full force and effecteffect and none of the Leases has been further modified, andamended or extended. None of the Leases shall be further extended, modified or amended prior to Closing without the Purchaser’s consent, which shall not be unreasonably withheld, conditioned or delayed. Neither landlord nor, to BorrowerSeller’s knowledge after due inquiryany of the tenants, there are no defaults thereunder by either party is in default under the Leases, and there are no conditions thatother obligations of the landlord pertaining to the Property except as expressly set forth in the Leases. To the knowledge of Seller, no controversy, claim, dispute or disagreement exists between the parties to any of the Leases, and no event has occurred which, with the giving of notice or the passage of time or the giving of noticetime, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower a default under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingLeases. To Borrower’s knowledge after due inquiryThe Leases are all in full force and effect. Neither the tenants under the Leases (the “Tenants”) nor any other person, no Tenant listed on firm or corporation has any right, option or agreement to purchase the Certified Rent Roll has assigned its Lease Property, including, but not limited to, purchase options or sublet all rights of first refusal to purchase the Property or any portion thereof. The security deposits for the Leases are listed on Exhibit B and there are no security deposits or other deposits other than those described on Exhibit B. There are no brokerage, leasing or other commissions payable with respect to the Leases as of the premises demised therebydate hereof, and at Closing, there shall be no such Tenant holds its leased premises under assignment or subleasecommissions payable, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed whether with respect to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all the present terms thereunder or any part renewals. There are no unperformed requirements under the Leases for the Seller to perform or fund the performance of the leased premises any tenant build-out or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsimprovement work.

Leases. The Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with the closing of the Loan Rent Roll attached as SCHEDULE IV hereto and made a part hereof (the “Certified Rent Roll”and subleases permitted under any Anchor Lease), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to Borrower’s 's knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s 's knowledge after due inquiry, except as set forth on SCHEDULE IV, no Tenant tenant listed on the Certified Rent Roll SCHEDULE IV has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in SCHEDULE IV, no tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as set forth in SCHEDULE IV. To Borrower's actual knowledge based on the Environmental Report delivered to Lender in connection herewith, no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant's intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste, except in either event, in compliance with applicable federal, state or local statues, rules and regulations.

Leases. (a) The Property is Properties are not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Schedule 4.1.25(A) attached hereto and accurate in all respects as of the Closing Datemade a part hereof. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the any Individual Property or right to occupy the same except under and pursuant to the provisions of the Leases. The Except as otherwise set forth on Schedule 4.1.25(B) hereof, the current Leases are in full force and effect, effect and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party Borrower or, to the best of Borrower’s knowledge, any tenant under any Lease, and to the best of Borrower’s knowledge, there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunderunder any Lease. No Rent has been paid more than one (1) month in advance of its due date. All security deposits There are held by Borrower in accordance with applicable lawno offsets or defenses to the payment of any portion of the Rents. All Except as otherwise set forth on Schedule 4.1.25(B) hereof, all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiryExcept as described on Schedule 4.1.25, no Tenant listed on the Certified Rent Roll tenant under any Lease has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writingotherwise set forth on Schedule 4.1.25(B) hereof, no Tenant tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as otherwise set forth on Schedule 4.1.25(B) hereof, no tenant under any Lease has any right or option for additional space in the Improvements. Except as set forth in the Environmental Reports, no Hazardous Materials have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant’s intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any Hazardous Materials, except those that are both (i) in compliance with current Environmental Laws and with permits issued pursuant thereto (if such permits are required), and (ii) either (A) in amounts not in excess of that necessary to operate, clean, repair and maintain the applicable Individual Property or each tenant’s respective business at such Individual Property as set forth in their respective Leases, (B) held by a tenant for sale to the public in its ordinary course of business, or (C) fully disclosed to and approved by Lender in writing pursuant to the Environmental Reports.

Leases. The rent roll with respect to each Mortgaged Property attached hereto as Schedule 3.3.8 is true, complete and correct and no Mortgaged Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing DateSchedule 3.3.8. Borrower Each applicable Mortgagor is the owner and lessor of landlord’s interest in the LeasesLeases with respect to each Mortgaged Property, and each applicable Borrower Entity is the collateral assignee and beneficiary of landlord’s interest in the Leases with respect to each Mortgaged Property. No Person has any possessory interest in the Mortgaged Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Except as identified on Schedule 3.3.8 attached hereto, the Leases identified on Schedule 3.3.8, to Borrower’s actual knowledge, are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party party, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder, except to the extent such defaults would not reasonably be expected to have a Material Adverse Effect. The copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed as of the date hereof, by each Borrower Entity or Mortgagor, as applicable, under each Lease has been performed as required and has been accepted by the applicable Tenant, and any . Any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by any Borrower Entity or Mortgagor, as applicable, to any Tenant has already been received by such Tenant. To the extent required by the applicable Lease, the Tenants under the Leases have accepted possession of and, except as identified on Schedule 3.3.8 attached hereto, are in occupancy of all of their respective demised Mortgaged Property and have commenced the payment of full, unabated rent under the Leases. Each Borrower Entity has made available to Lender a true, correct and complete list of all security deposits made by Tenants at the Mortgaged Property which have not been applied (including accrued interest thereon), all of which are held, or have been used, by the applicable Borrower Entity or Mortgagor, as applicable, in accordance with the terms of the applicable Lease and applicable Legal Requirements. Except as identified on Schedule 3.3.8 attached hereto, each Tenant under a Lease is free from bankruptcy or reorganization proceedings. No Tenant under any Lease (or any sublease) is an Affiliate of any Borrower Entity or Mortgagor. Except as identified on Schedule 3.3.8 attached hereto, the Tenants under the Leases are open for business and paying full, unabated rent. There are no brokerage fees or commissions due and payable in connection with the leasing of space at the Mortgaged Property, except as has been previously disclosed to Lender in writing, and no such fees or commissions will become due and payable in the future in connection with the Leases, including by reason of any extension of such Lease or expansion of the space leased thereunder, except as has previously been disclosed to Lender in writing. Except as identified on Schedule 3.3.8 attached hereto, there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect, other than by a Mortgagor to the applicable Borrower Entity. To Borrower’s knowledge after due inquiry, no No Tenant listed on the Certified Rent Roll Schedule 3.3.8 has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject Loan Parties have delivered to any Leases other than the Agent true and complete copies of the Leases described in the certified rent roll and any amendments thereto relating to each Collateral Property required to be delivered to Lender in connection with the closing as a part of the Loan (Eligible Real Estate Qualification Documents as of the “Certified date hereof. An accurate and complete Rent Roll”), which rent roll is true, complete and accurate Roll in all material respects as of the Closing Date. Borrower is the owner and lessor date of landlord’s interest inclusion of each Collateral Property in the LeasesCollateral with respect to all Leases of any portion of the Collateral Property has been provided to the Agent. The Leases previously delivered to Agent as described in the preceding sentence constitute as of the date thereof the sole material agreements relating to leasing or licensing of space at such Collateral Property and in the Building relating thereto. No Person has tenant under any possessory interest in the Property or right Lease is entitled to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent payments, credit, offset or deduction in rent, including, without limitation, lease support payments or lease buy-outs, except as reflected in such Leases or such Rent Roll. Except as set forth in Schedule 6.22, the Leases reflected therein are, as of the date of inclusion of the applicable Collateral Property in the Collateral, in full force and effect in accordance with their respective terms, without any payment default or any other material default thereunder, nor are there any material defenses, counterclaims, offsets, concessions or rebates available to any tenant thereunder, and except as reflected in Schedule 6.22, no Borrower has given or made, any notice of any payment or other paymentsmaterial default, creditsor any claim, allowances which remains uncured or abatements required to be given by Borrower unsatisfied, with respect to any Tenant has already been received of the Leases, and to the best of the knowledge and belief of the Loan Parties, there is no basis for any such claim or notice of default by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge any tenant except in the case of any of the foregoing, those matters which would not result in a Material Adverse Effect. No Borrower knows of any condition which with the giving of notice or the passage of time or both would constitute a default on the part of any tenant with respect to the material terms under a Lease or of the Rents received therein respective Borrower as landlord under the Lease, which would result in a Material Adverse Effect. No security deposit or advance rental or fee payment (more than 2 months in advance) has been made by any lessee or licensor under the Leases except as may be specifically designated in the copies of the Leases furnished to the Agent or as otherwise disclosed to Agent in writing. No property other than the Collateral Property which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion subject of the premises demised therebyapplicable Lease is necessary to comply with the requirements (including, no without limitation, parking requirements) contained in such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLease.

Leases. The Property is not subject to There are no other leases, licenses, subleases, occupancy agreements or other agreements for the use, possession or occupancy of any Leases portions of the Real Property, other than those listed on Exhibit L attached to this Agreement. Exhibit L contains a true, correct and complete list of all currently existing Leases at the Property to which any Seller is a party; full, true and complete copies of all Leases described in the certified rent roll and all amendments and guarantees relating thereto have heretofore been delivered to Lender in connection with the closing Buyer (or made available to Buyer as part of the Loan (the “Certified Rent Roll”Documents). To Seller's knowledge, which rent roll each Lease is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, andand except as shown on Exhibit L, to Borrower’s knowledge after due inquirySeller's knowledge, there are no defaults thereunder by either party and there are no conditions that, with rent or other amounts payable under the passage of time Leases is more than one (1) month in arrears or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance advance. Exhibit L sets forth a true and correct listing of its due date. All all security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted (indicating cash or letter of credit) or prepaid rentals made or paid by the applicable Tenanttenants under the Leases. Except as shown in Exhibit L, and Seller has not delivered any payments, free rent, partial rent, rebate written notices of rent or other payments, credits, allowances or abatements required to be given by Borrower tenant default to any Tenant tenants under Leases which remain uncured, nor has already been Seller received by such Tenantany written notices of a landlord default from any tenants under Leases which remain uncured. There has been no prior sale, transfer or assignment, hypothecation or pledge None of Seller's interest in any Lease or of Seller's right to receive the Rents received therein rentals payable by the tenant thereunder has been assigned, conveyed, pledged or in any manner encumbered by Seller, except in connection with any existing financing encumbering the Property, which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion to be repaid by Seller and released as of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesClosing. Except as disclosed to Lender in writingdescribed on Exhibit L, no tenant has given written notice to Seller of any default or offsets, claims or defenses available to it. The only Tenant Inducement Costs in the nature of tenant improvement costs for space currently being leased under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part Leases in effect as of the date hereof (whether in the form of direct payments therefor required of Seller or in the form of tenant improvement allowances payable by Seller) or for leasing commissions for leased premises or the building of which the currently being leased premises are a part. No Tenant under any Lease has such Leases, in any right such case which may hereafter be payable under or option for additional space with respect to the Leases (and excluding, in the Improvementsany event any such Tenant Inducement Costs which may arise in connection with expansions or lease renewals/extensions hereafter occurring under or with respect to any such Leases) are identified in Exhibit L hereto.

Leases. The Property is not subject to 5.4.6.1 All collected rent (whether fixed monthly rentals, additional rentals, escalation rentals, retroactive rentals, operating cost pass-throughs or other sums and charges payable by Tenants under the Leases), income and expenses from any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing portion of the Loan Property shall be prorated as of the Closing Date (prorated for any partial month). Purchaser shall receive all collected rent and income attributable to dates from and after the “Certified Rent Roll”)Closing Date. Seller shall receive all collected rent and income attributable to dates prior to the Closing Date. Notwithstanding the foregoing, no prorations shall be made in relation to either (a) non-delinquent rents which rent roll is true, complete and accurate in all respects have not been collected as of the Closing Date, or (b) delinquent rents existing, if any, as of the Closing Date (the foregoing (a) and (b) referred to herein as the “Uncollected Rents”). Borrower is In adjusting for Uncollected Rents, no adjustments shall be made in Seller’s favor for rents which have accrued and are unpaid as of the owner Closing, but Purchaser shall pay Seller such accrued Uncollected Rents as and lessor when collected by Purchaser. Purchaser agrees to xxxx Tenants of landlord’s interest in the Leases. No Person has any possessory interest in the Property or for all Uncollected Rents and to take reasonable actions to collect Uncollected Rents. After the Closing, Seller shall continue to have the right, but not the obligation, in its own name, to demand payment of and to collect Uncollected Rents owed to Seller by any Tenant, which right shall include, without limitation, the right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time continue or the giving of notice, commence legal actions or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to proceedings against any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of (but not the right to terminate any Lease or evict any Tenant) and the delivery of the Leases Assignment shall not constitute a waiver by Seller of such right. Purchaser agrees to cooperate with Seller in connection with all efforts by Seller to collect such Uncollected Rents received therein which is outstanding. To Borrower’s knowledge and to take all steps, whether before or within 90 days after due inquirythe Closing Date, no Tenant listed on as may be necessary to carry out the Certified Rent Roll has assigned its Lease or sublet all or any portion intention of the premises demised therebyforegoing, no including, without limitation, the delivery to Seller, within 7 days after a written request, of any relevant books and records (including, without limitation, rent statements, receipted bills and copies of tenant checks used in payment of such Tenant holds its leased premises under assignment rent), the execution of any and all consents or subleaseother documents, nor does anyone except and the undertaking of any act reasonably necessary for the collection of such Tenant and its employees occupy such leased premises. Except as disclosed Uncollected Rents by Seller; provided, however, that Purchaser’s obligation to Lender in writing, no Tenant under any Lease has a right or option cooperate with Seller pursuant to such Lease this sentence shall not obligate Purchaser to terminate any Tenant lease with an existing Tenant or otherwise to purchase all or evict any part of existing Tenant from the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsProperty.

Leases. The Property is not subject to any Leases other than Entity holds the Leases described in the certified rent roll delivered to Lender in connection lessor's interest under all leases, licenses, tenancies, possession agreements and occupancy agreements with the closing tenants of the Loan Property (the “Certified Rent Roll”"Leases"), which rent roll is true, . A true and complete and accurate in copy of all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant Leases have been made available to the provisions of Acquirer; to the Leases. The current Contributors' knowledge, such Leases are in full force and effect, andexcept as indicated otherwise in Section 2.2(k) the Disclosure Schedule, to Borrower’s knowledge after due inquirythe Entity, there are no defaults thereunder by either party and there are no conditions thatas lessor under such Leases, with the passage has not received any notice that it is in default of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance any of its due date. All security deposits are held by Borrower obligations under such Leases beyond any applicable grace period which has not been cured; to the Contributors' knowledge, except as set forth in Section 2.2(k) of the Disclosure Schedule, no tenant is in default under any Lease except to the extent such default would not have a Material Adverse Effect with respect to the Entity; rent is being billed to the tenants in accordance with applicable law. All work the Leases; no tenant is entitled to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free "free" rent, partial rentrent concessions, rebate rebates, rent abatements, set-offs, or offsets against rent and no tenant under any such Lease claims a right to any of the foregoing, except as set forth in Section 2.2(k) of the Disclosure Schedule; the Entity has received no written notice that any tenant under any such Lease contests any rent or other paymentscharges billed to it, creditsexcept as set forth in Section 2.2(k) of the Disclosure Schedule; no assignment of the Entity's rights under any Lease is in effect on the date hereof other than collateral assignments to secure mortgage indebtedness; and, allowances or abatements required to be given by Borrower except as set forth in Section 2.2(k) of the Disclosure Schedule with respect to any Tenant has already been received Leases entered into by such Tenant. There has been the Entity, no prior sale, transfer or assignment, hypothecation or pledge brokerage commissions will be due upon the failure of any tenant under any such Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned to exercise any cancellation right granted in its Lease or sublet upon any extension or renewal of such Leases. To the Contributors' knowledge, all or any portion material obligations of the premises demised thereby, no such Tenant holds its leased premises lessor under assignment the Leases that have accrued to the date hereof have been performed or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementssatisfied.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing origination of the Loan (the “Certified Rent Roll”), which Loan. Such certified rent roll is true, complete and accurate correct in all material respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leasesdate set forth therein. No Person has any possessory interest in the Property or right to occupy the same (other than typical short-term occupancy rights of hotel guests which are not the subject of a written agreement) except under and pursuant to the provisions of the Leases. The Gift Shop Lease will terminate on October 1, 2006. All other current Leases are in full force and effect, and, effect and to the Best of Borrower’s knowledge after due inquiryKnowledge, there are no material defaults thereunder by either party (other than as expressly disclosed on the certified rent roll delivered to Lender or the Tenant estoppel certificates delivered to Lender in connection with the closing of the Loan) and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower , except as disclosed in accordance the Tenant estoppel certificates delivered to Lender in connection with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate closing of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenantthe Loan. There has been no prior sale, transfer or assignment, hypothecation or pledge by Borrower of any Lease or of the Rents received therein therein, which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on will be outstanding following the Certified Rent Roll has assigned its Lease or sublet all or any portion funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed other than those being assigned to Lender in writing, no concurrently herewith. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject to any Leases other than Schedule 3.9 sets forth a copy of the Leases described in the certified most recent rent roll delivered to Lender in connection with the closing of the Loan for each Real Property (the each, a “Certified Rent Roll”), which rent roll Rent Roll, to such Seller’s Knowledge, is true, complete true and accurate correct in all material respects as of the Closing Datedate of such Rent Roll. Borrower is the owner and lessor of landlord’s interest Except as noted in the Leases. No Person has any possessory interest in Rent Roll, (i) all rent and other charges due under the Property Leases have been paid and there are no arrears or right to occupy the same except past due amounts due under and pursuant to the provisions of the Leases, (ii) no rent or other charge under any Lease has been paid for more than thirty (30) days in advance of its due date, and (iii) except as may be noted on Schedule 3.9.1, no tenant under any Lease has been given any concession, rebate, allowance or free rent for any period after the date of Closing, and (iv) except as may be noted on Schedule 3.9.1, all construction obligations of Sellers have been fully satisfied. The current Leases are in full force and effecteffect and constitute the valid and binding legal obligations of the respective tenants thereunder (the “Tenants”). No Seller has received any written notice of any dispute, termination or default from any Tenant under any of the Leases, and, except as may be noted on the Rent Roll or in the lease files delivered or made available by Sellers to Borrower’s knowledge after due inquiryBuyers, there are no defaults thereunder Seller has any Knowledge of (1) any dispute or any existing and uncured material default, or any claim of default (or any right to set-offs, offsets or abatements of or against rent or any other charges currently payable under its Lease), by either party such Seller or by any Tenant under any of the Leases, or (2) any event that has occurred and there are no conditions thatis continuing which, with the giving of notice or passage of time or the giving of noticetime, or both, would constitute defaults thereunderor would reasonably be expected to constitute a material default under any Lease. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required True, correct and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or complete copies of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiryLeases (including, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet without limitation, all or any portion of the premises demised therebyamendments, no such Tenant holds its leased premises under assignment or subleasemodifications, nor does anyone except such Tenant supplements, restatements and its employees occupy such leased premises. Except as disclosed guarantees thereof) have been made available by Sellers to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsBuyers.

Leases. The Property is not subject to 5.4.6.1 All collected rent (whether fixed monthly rentals, additional rentals, escalation rentals, retroactive rentals, operating cost pass-throughs or other sums and charges payable by Tenants under the Leases), income and expenses from any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing portion of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects Property shall be prorated as of the Closing Date. Borrower is Purchaser shall receive all collected rent and income attributable to dates from and after the owner Closing Date. Seller shall receive all collected rent and lessor income attributable to dates prior to the Closing Date. Notwithstanding the foregoing, no prorations shall be made in relation to either (a) non-delinquent rents which have not been collected as of landlord’s interest the Closing Date, or (b) delinquent rents existing, if any, as of the Closing Date (the foregoing (a) and (b) referred to herein as the "Uncollected Rents"). In adjusting for Uncollected Rents, no adjustments shall be made in Seller's favor for rents which have accrued and are unpaid as of the Closing, but Purchaser shall pay Seller such accrued Uncollected Rents as and when collected by Purchaser. Purchaser agrees to bxxx Tenants of the Property for all Uncollected Rents and to take reasonable actions to collect Uncollected Rents. Notwithstanding the foregoing, Purchaser's obligation to collect Uncollected Rents shall be limited to Uncollected Rents of not more than 90 days past due, and Purchaser's collection of rents shall be applied, first, towards current rent due and owing under the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, second, to Borrower’s knowledge after due inquiryUncollected Rents. After the Closing, there are no defaults thereunder Seller shall continue to have the right, but not the obligation, in its own name, to demand payment of and to collect Uncollected Rents owed to Seller by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable any Tenant, which right shall include, without limitation, the right to continue or commence legal actions or proceedings against any Tenant and the delivery of the Leases Assignment shall not constitute a waiver by Seller of such right; provided however, that the foregoing right of Seller shall be limited to actions seeking monetary damages and, in no event, shall Seller seek to evict any paymentsTenants in any action to collect Uncollected Rents. Purchaser agrees to cooperate with Seller in connection with all efforts by Seller to collect such Uncollected Rents and to take all steps, free whether before or after the Closing Date, as may be necessary to carry out the intention of the foregoing, including, without limitation, the delivery to Seller, within 7 days after a written request, of any relevant books and records (including, without limitation, rent statements, receipted bills and copies of tenant checks used in payment of such rent), partial rent, rebate the execution of rent any and all consents or other paymentsdocuments, creditsand the undertaking of any act reasonably necessary for the collection of such Uncollected Rents by Seller; provided, allowances or abatements required however, that Purchaser's obligation to be given by Borrower cooperate with Seller pursuant to this sentence shall not obligate Purchaser to terminate any Tenant has already been received by such Tenant. There has been no prior sale, transfer lease with an existing Tenant or assignment, hypothecation or pledge of evict any Lease or of existing Tenant from the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsProperty.

Leases. The No Individual Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writingon Schedule VI hereto, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. (a) The Property is not subject Borrower has delivered to any Leases other than the Agent true copies of the Leases described in the certified rent roll and any amendments thereto relating to each Borrowing Base Asset required to be delivered to Lender in connection with the closing as a part of the Loan (the “Certified Eligible Real Estate Qualification Documents. An accurate and complete Rent Roll”), which rent roll is true, complete and accurate in all respects Roll as of the Closing Datedate of inclusion of each Borrowing Base Asset in Borrowing Base Availability with respect to all Leases of any portion of the Borrowing Base Asset has been provided to the Agent. Borrower is The Leases reflected on such Rent Roll constitute as of the owner date thereof the sole leases or licenses or other agreements pertaining to the occupancy or use of space at such Borrowing Base Asset and lessor of landlord’s interest in the LeasesBuilding relating thereto. No Person Except as reflected on such Rent Roll or on Schedule 6.21, no tenant under any Lease (i) is entitled to any free rent, partial rent, rebate of rent payments, credit, offset or deduction in rent, including, without limitation, lease support payments, lease buy-outs or abatements or credits, and (ii) has made any possessory interest in the Property prepayments of rent or right to occupy the same except other payments due under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid such Lease for more than one (1) month in advance of its the due datedate of such payment. All security deposits are held by Borrower Except as set forth in Schedule 6.21, the Leases reflected therein are, as of the date of inclusion of the applicable Borrowing Base Asset in Borrowing Base Availability, in full force and effect in accordance with their respective terms, without basic rental payments or other payments to the landlord thereunder being in default beyond any applicable law. All work cure period or, to be performed by Borrower under each Lease has been performed the best of Borrower’s knowledge, any other material default thereunder, nor are there any defenses, counterclaims, offsets, concessions, rebates, or, except as expressly set forth in the applicable Leases or amendments thereto relating delivered to Agent as required and by this Agreement, tenant improvement allowances, contributions or landlord construction obligations available to any tenant thereunder, and, except as reflected in Schedule 6.21, neither the Borrower nor any Guarantor has been accepted by given or made, any notice of any payment or other material default, or any claim, which remains uncured or unsatisfied, with respect to any of the applicable TenantLeases, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or the best of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion and belief of the premises demised therebyBorrower, there is no basis for any such Tenant holds its leased premises under assignment claim or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesnotice of default by any tenant. Except as disclosed to Lender reflected in writingSchedule 6.21, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part property, other than the Borrowing Base Asset which is the subject of the leased premises or applicable Lease, is necessary to comply with the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space requirements (including, without limitation, parking requirements) contained in the Improvementssuch Lease.

Leases. The Property is Properties are not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. attached at Schedule I. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the any Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, effect and, to Borrower’s knowledge after due inquiryknowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Leases and any related guaranty (including all amendments thereto) delivered to Lender are accurate, true and complete, and there are no oral agreements with respect thereto. No Rent (other than security deposits, if any, listed on Schedule I) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower the landlord under each Lease has been performed as required in such Lease and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower the landlord under such Lease to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To Except as listed on Schedule I, to Borrower’s knowledge after due inquiryknowledge, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writinglisted on Schedule I, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building any Property of which the leased premises are a part. No Except as listed on Schedule I, no Tenant under any Lease has any right or option for additional space in the Improvements. To Borrower’s knowledge, no action or inaction or event has occurred that would entitle any Occupancy Reserve Tenant to terminate its respective Occupancy Reserve Lease.

Leases. The Property is not subject to 5.4.6.1 All collected rent (whether fixed monthly rentals, additional rentals, escalation rentals, retroactive rentals, operating cost pass-throughs or other sums and charges payable by Tenants under the Leases), income and expenses from any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing portion of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects Property shall be prorated as of the Closing Date. Borrower is Seller shall receive a credit at Closing equal to the owner average of the amount of the monthly utility xxxx associated with the Property for the preceding 12 months, multiplied by 3. Purchaser shall receive all collected rent and lessor income attributable to dates from and after the Closing Date. Seller shall receive all collected rent and income attributable to dates prior to the Closing Date. Notwithstanding the foregoing, no prorations shall be made in relation to either (a) non-delinquent rents which have not been collected as of landlord’s interest the Closing Date, or (b) delinquent rents existing, if any, as of the Closing Date (the foregoing (a) and (b) referred to herein as the "Uncollected Rents"). In adjusting for Uncollected Rents, no adjustments shall be made in Seller's favor for rents which have accrued and are unpaid as of the Closing, but Purchaser shall pay Seller such accrued Uncollected Rents as and when collected by Purchaser. For a period of 180 days following Closing, Purchaser agrees to xxxx Tenants of the Property for all Uncollected Rents and to take reasonable actions (which shall not include an obligation to commence legal action) to collect Uncollected Rents. Notwithstanding the foregoing, Purchaser's obligation to collect Uncollected Rents shall be limited to Uncollected Rents of not more than 90 days past due, and Purchaser's collection of rents shall be applied, first, towards current rent due and owing under the Leases, second, to Purchaser’s reasonable third-party costs of such collection, and third to Uncollected Rents. No Person has After the Closing, Seller shall continue to have the right, but not the obligation, in its own name, to demand payment of and to collect Uncollected Rents owed to Seller by any possessory interest in Tenant, which right shall include, without limitation, the Property or right to occupy continue or commence legal actions or proceedings against any Tenant and the same except under delivery of the Leases Assignment shall not constitute a waiver by Seller of such right; provided however, that the foregoing right of Seller shall be limited to actions seeking monetary damages and, in no event, shall Seller seek to evict any Tenants in any action to collect Uncollected Rents. Purchaser agrees to cooperate with Seller in connection with all efforts by Seller to collect such Uncollected Rents and to take all steps, whether before or after the Closing Date, as may be reasonably necessary to carry out the intention of the foregoing; provided, however, that Purchaser's obligation to cooperate with Seller pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, this sentence shall not obligate Purchaser to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to terminate any Tenant has already been received by such Tenant. There has been no prior sale, transfer lease with an existing Tenant or assignment, hypothecation or pledge of evict any Lease or of existing Tenant from the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsProperty.

Leases. The Property is not subject Borrower has delivered to any Leases other than the Administrative Agent true copies of the Leases described in the certified rent roll and any amendments thereto relating to each Pool Property required to be delivered to Lender in connection with the closing as a part of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects Eligible Real Estate Qualification Documents as of the Closing Datedate hereof. Borrower is An accurate and complete Rent Roll as of the owner and lessor date of landlord’s interest inclusion of each Pool Property in the LeasesPool Availability with respect to all Leases of any portion of the Pool Property has been provided to the Administrative Agent (except with respect to each Pool Property that is leased to a single tenant under a triple-net lease, the lease has been provided to Agent in lieu of a Rent Roll). No Person has any possessory interest The Leases reflected on such Rent Roll constitute as of the date thereof the sole agreements relating to leasing or licensing of space at such Pool Property and in the Property Building relating thereto. Except as reflected on such Rent Roll or right on Schedule 4.20 no tenant under any Lease is entitled to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, creditscredit, allowances offset or deduction in rent, including, without limitation, lease support payments, lease buy-outs or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisescredits. Except as disclosed set forth in Schedule 4.20, the Leases reflected therein are, as of the date of inclusion of the applicable Pool Property in the Pool Availability, in full force and effect in accordance with their respective terms, without any payment default or any other material default thereunder, nor are there any defenses, counterclaims, offsets, concessions or rebates available to Lender any tenant thereunder, and, except as reflected in writingSchedule 4.20, neither the Borrower nor any Guarantor has given or made, any notice of any payment or other material default, or any claim, which remains uncured or unsatisfied, with respect to any of the Leases, and to the best of the knowledge and belief of the Borrower, there is no basis for any such claim or notice of default by any tenant. Except as reflected in Schedule 4.20, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part property, other than the Pool Property, which is the subject of the leased premises or applicable Lease, is necessary to comply with the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space requirements (including, without limitation, parking requirements) contained in the Improvementssuch Lease.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Schedule I attached hereto and accurate in all respects as of the Closing Datemade a part hereof. Borrower is the owner and lessor of the landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto. No Rent (excluding security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required in such Lease and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiryExcept as provided in Schedule I attached hereto, no Tenant tenant listed on the Certified Rent Roll Schedule I attached hereto has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building Property of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Borrower represents and warrants to Lender with respect to the Leases that: (a) the rent roll attached hereto as Schedule I is true, complete and correct and the Property is not subject to any Leases other than the Leases described in Schedule I, (b) the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases identified on Schedule I are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party except as otherwise set forth in an estoppel certificate executed by the applicable Tenant delivered to Lender prior to the date hereof, (c) the copies of the Leases delivered to Lender are true and complete in all material respects, and there are no conditions thatoral agreements with respect thereto except as otherwise set forth in an estoppel certificate executed by the applicable Tenant delivered to Lender prior to the date hereof, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No (d) no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held date except as otherwise set forth in an estoppel certificate executed by Borrower in accordance with the applicable law. All Tenant delivered to Lender prior to the date hereof, (e) all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable TenantTenant except as otherwise set forth in an estoppel certificate executed by the applicable Tenant delivered to Lender prior to the date hereof, and (f) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There Tenant except as otherwise set forth in an estoppel certificate executed by the applicable Tenant delivered to Lender prior to the date hereof, (g) all security deposits are being held in accordance with Legal Requirements, (h) neither the landlord nor any Tenant is in default under any of the Leases except as otherwise set forth in an estoppel certificate executed by the applicable Tenant delivered to Lender prior to the date hereof; (i) Borrower has been no prior sale, transfer or assignment, hypothecation or pledge knowledge of any Lease notice of termination or default with respect to any Lease; (j) Borrower has not assigned or pledged any of the Rents received Leases, the rents or any interests therein which is outstanding. To Borrower’s knowledge after due inquiry, except to Lender; (k) no Tenant listed on the Certified Rent Roll or other party has assigned its Lease an option or sublet right of first refusal or offer, to purchase all or any portion of the premises demised therebyProperty (other than the Stop and Shop Lease, no such Tenant holds its leased premises under assignment or subleasewhich right of first refusal has been waived by Stop and Shop pursuant to that certain Notice of Waiver of Right of First Refusal dated October 28, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, 2004); (l) no Tenant under any has the right to terminate its Lease has a right or option prior to expiration of the stated term of such Lease; and (m) all existing Leases are subordinate to the Mortgage either pursuant to such Lease their terms or otherwise to purchase all a recordable subordination agreement delivered concurrently herewith, or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsdelivered hereafter as approved by Lender.

Leases. The Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with Rent Roll attached as SCHEDULE IV hereto and made a part hereof (and subleases permitted under the closing of the Loan (the “Certified Rent Roll”Anchor Lease), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to Borrower’s 's knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s 's knowledge after due inquiry, except as set forth on SCHEDULE IV, no Tenant tenant listed on the Certified Rent Roll SCHEDULE IV has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in SCHEDULE IV, no tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as set forth in SCHEDULE IV. To Borrower's actual knowledge based on the Environmental Report delivered to Lender in connection herewith, no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant's intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste, except in either event, in compliance with applicable federal, state or local statues, rules and regulations.

Leases. The Property is not subject Borrower has delivered to any Leases other than the Agent (i) true copies of the forms of the Leases described in used by the certified rent roll delivered to Lender in connection with Borrower at the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects Mortgaged Properties as of the Closing Date. Borrower is date hereof and (ii) true, correct and complete copies of the owner Leases and lessor any amendments or other agreements thereto relating to the Mortgaged Properties as of landlord’s interest the date of inclusion of the Mortgaged Property in the LeasesCollateral. No Person has any possessory interest An accurate and complete Rent Roll and summary thereof in a form reasonably satisfactory to the Agent as of the date of inclusion of the Mortgaged Property in the Collateral with respect to all Leases of any portion of the Mortgaged Property or right to occupy the same except under and pursuant has been provided to the provisions Agent. The Leases reflected on such Rent Roll constitute as of the Leasesdate thereof the sole agreements and understandings relating to leasing or licensing of space at the Mortgaged Property and in the Building relating thereto. The current Each of the Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with was entered into as the passage result of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required arms-length negotiation and has not been accepted by modified, changed, altered, assigned, supplemented or amended in any respect, except as set forth in a separate written certification delivered to Agent prior to the applicable Tenantacceptance of such Mortgaged Property as Collateral, and no tenant is entitled to any payments, free rent, partial rent, rebate of rent or other payments, creditscredit, allowances reduction or abatements required alternate rent, offset or deduction in rent, including, without limitation, lease support payments, lease buy-outs or reduced or altered rent as a result of the operation of any co-tenancy or similar clause, except as set forth in a separate written certification delivered to be given by Borrower Agent prior to any Tenant has already been received by the acceptance of such TenantMortgaged Property as Collateral. There has been are no prior saleoccupancies, transfer rights, privileges or assignment, hypothecation licenses in or pledge of any Lease to the Mortgaged Property or of portion thereof other than pursuant to the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on Leases reflected in Rent Rolls previously furnished to the Certified Rent Roll has assigned its Lease or sublet all or any portion of Agent for the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesMortgaged Property. Except as disclosed set forth in a separate written certification delivered to Lender Agent prior to the acceptance of such Mortgaged Property as Collateral, (a) the Leases reflected in writingthe Rent Roll are in full force and effect in accordance with their respective terms, without any payment default or any other material default thereunder, nor are there any defenses, counterclaims, offsets, concessions or rebates available to any tenant thereunder, and neither the Borrower, the Guarantors nor any of their respective Subsidiaries has given or made any notice of any payment or other material default, or any claim, which remains uncured or unsatisfied, with respect to any of the Leases, and (b) no Tenant tenant under any Lease has a currently effective right to terminate its Lease as a result of the operation of any co-tenancy or option similar clause. The separate written certification delivered to Agent prior to the acceptance of such Mortgaged Property as Collateral accurately and completely sets forth all rents payable by and security, if any, deposited by tenants, no tenant having paid more than one month’s rent in advance. All tenant improvements or work to be done for tenants on the Rent Roll, furnished or paid for by the Borrower, the Guarantors or any of their respective Subsidiaries, or credited or allowed to a tenant, for, or in connection with, the Building pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right been completed and paid for or option provided for additional space in a manner satisfactory to the Agent except as set forth in the Improvementsseparate written certification delivered to Agent prior to the acceptance of such Mortgaged Property as Collateral. No material leasing, brokerage or like commissions, fees or payments are due from the Borrower, the Guarantors or any of their respective Subsidiaries in respect of the Leases except as set forth in the separate written certification delivered to Agent prior to the acceptance of such Mortgaged Property as Collateral.

Leases. The Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with Rent Roll attached as Schedule IV hereto and made a part hereof (and subleases permitted under the closing of the Loan (the “Certified Rent Roll”Anchor Lease), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, except as set forth on Schedule IV, no Tenant tenant listed on the Certified Rent Roll Schedule IV has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in Schedule IV, no tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as set forth in Schedule IV. To Borrower’s actual knowledge based on the Environmental Report delivered to Lender in connection herewith, no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant’s intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste, except in either event, in compliance with applicable federal, state or local statues, rules and regulations.

Leases. The rent roll attached hereto as Schedule I is true, complete and correct and the Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. Schedule I. The current Leases identified on Schedule I are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party party. The copies of the Leases delivered to Lender are true and complete, and there are no conditions that, oral agreements with the passage of time or the giving of notice, or both, would constitute defaults thereunderrespect thereto. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any . Any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. The Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised premises and have commenced the payment of rent under the Leases. There are no security deposits under any of the Leases. Each Tenant under a Lease is free from bankruptcy or reorganization proceedings. No Tenant under any Lease (or any sublease) is an Affiliate of Borrower. No Tenant under any Lease is in default under the terms and conditions of such Lease. The Tenants under the Leases are open for business and paying full, unabated rent. There are no brokerage fees or commissions due and payable in connection with the leasing of space at the Property, except as has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as previously disclosed to Lender in writing, and no Tenant under such fees or commissions will become due and payable in the future in connection with the Leases, including by reason of any Lease has a right or option pursuant to extension of such Lease or otherwise to purchase all or any part expansion of the space leased premises or the building of which the leased premises are a part. No Tenant under any Lease thereunder, except as has any right or option for additional space previously been disclosed to Lender in the Improvementswriting.

Leases. The Property is not subject Borrower has delivered to any Leases other than the Agent true copies of the Leases and any amendments thereto relating to the Mortgaged Property. An accurate and complete Rent Roll as of the date of inclusion of the Mortgaged Property in the Collateral with respect to all Leases of any portion of the Mortgaged Property has been provided to the Agent. The Leases previously delivered to Agent as described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects preceding sentence constitute as of the Closing Date. date thereof the sole agreements between Borrower is or any predecessor of Borrower and the owner tenants relating to leasing or licensing of space at the Mortgaged Property and lessor of landlord’s interest in the LeasesBuilding relating thereto. No Person has tenant under any possessory interest in the Property or right Lease is entitled to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, creditscredit, allowances offset or abatements required to be given by Borrower to any Tenant has already been received by deduction in rent, including, without limitation, lease support payments or lease buy-outs, except as reflected in such Tenant. There has been no prior sale, transfer Leases or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified such Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesRoll. Except as disclosed to Lender set forth in writingSchedule 6.22, no Tenant under the Leases reflected therein are, as of the date hereof, in full force and effect in accordance with their respective terms, without any Lease has a right or option pursuant to such Lease or otherwise to purchase all payment default or any part other material default thereunder, nor are there any defenses, counterclaims, offsets, concessions or rebates available to any tenant thereunder, and except as reflected in Schedule 6.22, Borrower has not given or made, any notice of any payment or other material default, or any claim, which remains uncured or unsatisfied, with respect to any of the leased premises Leases, and to the best of the knowledge and belief of Borrower, there is no basis for any such claim or the building notice of which the leased premises are a partdefault by any tenant. No Tenant under property other than the Mortgaged Property is necessary to comply with the requirements (including, without limitation, parking requirements) contained in any Lease has any right or option for additional space in the ImprovementsLease.

Leases. The rent roll attached hereto as Schedule I is true, complete and correct and reflects the terms of any lease modifications, waivers or deferrals agreed to by Borrower, and the Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. Schedule I. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Except as set forth on the rent roll attached hereto as Schedule I: (i) the Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party beyond any applicable notice or cure period, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No , (ii) the copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto, (iii) no Rent (excluding security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All , (iv) all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and (v) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There , (vi) the Tenants under the Leases have accepted possession of and are in actual occupancy of all of their respective demised Property and have commenced the payment of full, unabated rent under the Leases, (vii) Borrower has delivered to Lender a true, correct and complete list of all security deposits made by Tenants at the Property which have not been applied (including accrued interest thereon), all of which are held by Borrower in accordance with the terms of the applicable Lease and applicable Legal Requirements, (viii) each Tenant under a Lease and any guarantor of such Tenant’s obligations is free from bankruptcy or reorganization proceedings, (ix) no prior saleTenant under any Lease (or any sublease) is an Affiliate of Borrower, transfer except PUREgraphite Tenant pursuant to the PUREgraphite Lease, (x) the Tenants under the Leases are open for business (other than PUREgraphite Tenant) and paying full, unabated rent and no Tenant has requested to discontinue its business at its premises or assignmenthas gone dark (or has noticed Borrower of its intent to go dark) in all or a material portion of its leased premises, hypothecation (xi) there are no brokerage fees or pledge commissions due and payable in connection with the leasing of space at the Property, and no such fees or commissions will become due and payable in the future in connection with the Leases, including by reason of any extension of such Lease or expansion of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiryspace leased thereunder, (xii) no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except , (xiii) no Tenant has informed Borrower or otherwise given notice (whether written or oral) that it intends to (or will seek to) “go dark”, vacate, cease to occupy or cease to conduct business in the ordinary course at its leased premises or any portion thereof, pursuant to any force majeure clause contained in its Lease or otherwise as disclosed a result of any pandemic, including, without limitation, the COVID-19 pandemic, (xiv) no Tenant has directly or indirectly (A) asserted any defense against the payment of any rent or other amounts under its Lease or the performance of any other obligations under its Lease, (B) sought or given notice (whether written or oral) that it intends to Lender seek any relief or other concessions with respect to the payment of any rent or other amounts under its Lease or the performance of any other obligations under its Lease or (C) made any other request for or otherwise given notice (whether written or oral) that it intends to seek any amendment, deferral, forbearance, waiver or other modification of any term or provision of its Lease, in any case, pursuant to any force majeure clause contained in its Lease or otherwise as a result of any pandemic, including, without limitation, the COVID-19 pandemic and (xv) Borrower is not currently in discussions or negotiations (directly or indirectly) with any Tenant with respect to, and no Tenant has requested in writing, no any material amendment or modification of the Lease (including, without limitation, any reduction, deferral or waiver in the rent or the term thereof or in any other amounts due thereunder). No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease has any right or option for additional space of the Rents received therein which is still in effect. All contingencies under the ImprovementsPUREgraphite Lease to the effectiveness thereof have been satisfied.

Leases. The Property is not subject Borrower has delivered to any Leases other than the Agent (i) true copies of the forms of the Leases described in used by the certified rent roll delivered to Lender in connection with Borrower at the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects Collateral Property as of the Closing Date. Borrower is date hereof and (ii) true, correct and complete copies of the owner Leases and lessor any amendments or other agreements thereto relating to the Collateral Property as of landlord’s interest the date of inclusion of the Collateral Property in the LeasesCollateral. No Person has any possessory interest An accurate and complete Rent Roll and summary thereof in a form reasonably satisfactory to the Agent as of the date of inclusion of the Collateral Property in the Collateral with respect to all Leases of any portion of the Collateral Property or right to occupy the same except under and pursuant has been provided to the provisions Agent. The Leases reflected on such Rent Roll constitute as of the Leasesdate thereof the sole agreements and understandings relating to leasing or licensing of space at the Collateral Property and in the Building relating thereto. The current Each of the Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with was entered into as the passage result of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required arms-length negotiation and has not been accepted by modified, changed, altered, assigned, supplemented or amended in any respect, except as set forth in a separate written certification delivered to Agent prior to the applicable Tenantacceptance of such Collateral Property as Collateral, and no tenant is entitled to any payments, free rent, partial rent, rebate of rent or other payments, creditscredit, allowances reduction or abatements required alternate rent, offset or deduction in rent, including, without limitation, lease support payments, lease buy-outs or reduced or altered rent as a result of the operation of any co-tenancy or similar clause, except as set forth in a separate written certification delivered to be given by Borrower Agent prior to any Tenant has already been received by the acceptance of such TenantCollateral Property as Collateral. There has been are no prior saleoccupancies, transfer rights, privileges or assignment, hypothecation licenses in or pledge of any Lease to the Collateral Property or of portion thereof other than pursuant to the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on Leases reflected in Rent Rolls previously furnished to the Certified Rent Roll has assigned its Lease or sublet all or any portion of Agent for the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesCollateral Property. Except as disclosed set forth in a separate written certification delivered to Lender Agent prior to the acceptance of such Collateral Property as Collateral, (a) the Leases reflected in writingthe Rent Roll are in full force and effect in accordance with their respective terms, without any payment default or any other material default thereunder, nor are there any defenses, counterclaims, offsets, concessions or rebates available to any tenant thereunder, and neither the Borrower, the Guarantors nor any of their respective Subsidiaries has given or made any notice of any payment or other material default, or any claim, which remains uncured or unsatisfied, with respect to any of the Leases, and (b) no Tenant tenant under any Lease has a currently effective right to terminate its Lease as a result of the operation of any co-tenancy or option similar clause. The separate written certification delivered to Agent prior to the acceptance of such Collateral Property as Collateral accurately and completely sets forth all rents payable by and security, if any, deposited by tenants, no tenant having paid more than one month’s rent in advance. All tenant improvements or work to be done for tenants on the Rent Roll, furnished or paid for by the Borrower, the Guarantors or any of their respective Subsidiaries, or credited or allowed to a tenant, for, or in connection with, the Building pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right been completed and paid for or option provided for additional space in a manner satisfactory to the Agent except as set forth in the Improvementsseparate written certification delivered to Agent prior to the acceptance of such Collateral Property as Collateral. No material leasing, brokerage or like commissions, fees or payments are due from the Borrower, the Guarantors or any of their respective Subsidiaries in respect of the Leases except as set forth in the separate written certification delivered to Agent prior to the acceptance of such Collateral Property as Collateral.

Leases. The rent rolls attached hereto as Schedule I are true, complete and correct and no Property is not subject to any Leases other than the Leases described in Schedule I. Borrowers are the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete owners and accurate in all respects as of the Closing Date. Borrower is the owner and lessor lessors of landlord’s interest in the Leases. No Person has any possessory interest in the any Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Except as set forth on the rent rolls attached hereto as Schedule I: (i) the Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party beyond any applicable notice or cure period, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No , (ii) the copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto, (iii) no Rent (excluding security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All , (iv) all work to be performed by any Borrower under each any Lease has been performed as required and has been accepted by the applicable Tenant, and (v) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by any Borrower to any Tenant has already been received by such Tenant. There has , (vi) the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised Property and have commenced the payment of full, unabated rent under the Leases, (vii) Borrowers have delivered to Lender a true, correct and complete list of all security deposits made by Tenants at any Property which have not been applied (including accrued interest thereon), all of which are held by Borrowers in accordance with the terms of the applicable Lease and applicable Legal Requirements, (viii) each Tenant under a Major Lease is free from bankruptcy or reorganization proceedings, (ix) no prior sale, transfer Tenant under any Lease (or assignment, hypothecation or pledge any sublease) is an Affiliate of any Borrower, (x) the Tenants under the Leases are open for business and paying full, unabated rent and no Tenant has requested to discontinue its business at its premises, (xi) there are no brokerage fees or commissions due and payable in connection with the leasing of space at any Property, and no such fees or commissions will become due and payable in the future in connection with the Leases, including by reason of any extension of such Lease or expansion of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiryspace leased thereunder, (xii) no Tenant listed on under any Lease has any right or option for additional space in the Certified Rent Roll Improvements and (xiii) no Tenant has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease has any right or option for additional space of the Rents received therein which is still in the Improvementseffect.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower Seller is the owner and lessor of landlord’s interest in or landlord or the successor lessor or landlord under the Leases. No Person Seller has delivered to Purchaser true, correct and complete copies of all of the Leases and any possessory interest guaranties thereof. Except as set forth in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiryLease Schedule, there are no defaults thereunder other leases or occupancy agreements affecting the Property. Except as otherwise set forth in the Leases, to Seller's knowledge, no presently effective rent concessions have been given to any tenants and no rent has been paid in advance by either party any tenants respecting a period subsequent to the Closing. No tenants have asserted in writing any claims, defenses or offsets to rent accruing from and there are after the date of Closing. To Seller's knowledge, except as disclosed to Purchaser in writing, no conditions thatdefault, delinquency or breach exists on the part of any tenant, and to Seller's knowledge, no condition exists which, with the passage of time or the giving of notice, or both, would constitute will become a default. There are no defaults or breaches on the part of Seller, as the landlord under any Lease. In the event that any Tenant Estoppel delivered to Purchaser with respect to any Lease shall contain any statement of fact, information or other matter which is inconsistent with the matters stated in Seller's representations in this Section 5.1(c), the Tenant Estoppel shall control and Seller shall have no liability for any claim based upon a breach of representation regarding such statement of fact, information or other matter contained in the Tenant Estoppel. Notwithstanding anything to the contrary contained in this Agreement, Seller does not represent or warrant that any particular Lease will be in force or effect at Closing or that the tenants under the Leases will have performed their obligations thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge The termination of any Lease or prior to Closing by reason of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed tenant's default shall not affect the obligations of Purchaser under this Agreement in any manner or entitle Purchaser to an abatement of or credit against the Purchase Price or give rise to any other claim on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building Purchaser, except that such event with respect to a Required Tenant shall constitute a non-fulfillment of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space condition precedent to Purchaser's obligation to close hereunder and Purchaser's remedies shall be as set forth in the Improvementsthis Agreement.

Leases. The Property is not subject to any Leases leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete attached hereto as Schedule I and accurate in all respects as of the Closing Datemade a part hereof. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to the best of Borrower’s knowledge after due inquiryknowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All To the best of Borrower’s knowledge, all work to be performed completed by Borrower prior to the date hereof under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingtherein. To the best of Borrower’s knowledge after due inquiryknowledge, no Tenant tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements. Except as otherwise disclosed by the Environmental Report (as defined in the Mortgage), no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant’s intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste.

Leases. The Property is Properties are not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Schedule II attached hereto and accurate in all respects as of the Closing Datemade a part hereof. Borrower or Operating Tenant, as the case may be, is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the any Individual Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Major Leases are in full force and effect, effect and, to Borrower’s knowledge after due inquiry, there are no material defaults thereunder by either party Borrower or Operating Tenant, as the case may be, or any tenant under any Major Lease, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunderunder any Major Lease. No Rent has been paid more than one (1) month in advance of its due date. All security deposits There are held by Borrower in accordance no offsets or defenses to the payment of any portion of the Rents payable with applicable lawrespect to Major Leases. All work to be performed by Borrower or Operating Tenant, as the case may be, under each Major Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower or Operating Tenant, as the case may be, to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Major Lease or of the Rents received therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant To Borrower’s knowledge, no Hazardous Materials have been disposed, stored or treated by any tenant under any Lease has on or about the leased premises nor does Borrower have any right knowledge of any tenant’s intention to use its leased premises for any activity which, directly or option indirectly, involves the use, generation, treatment, storage, disposal or transportation of any Hazardous Materials, except those that are both (i) in material compliance with current Environmental Laws and with permits issued pursuant thereto (if such permits are required), and (ii) either (A) in amounts not in excess of that necessary to operate, clean, repair and maintain the applicable Individual Property or each tenant’s respective business at such Individual Property as set forth in their respective Leases, (B) held by a tenant for additional space sale to the public in its ordinary course of business, or (C) fully disclosed in the ImprovementsEnvironmental Reports or otherwise disclosed to and approved by Lender in writing.

Leases. The Property is Properties are not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Schedule II attached hereto and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leasesmade a part hereof. No Person has any possessory interest in the any Individual Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to Borrower’s knowledge after due inquiry's knowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry's knowledge, no Tenant nontenant listed on the Certified Rent Roll Schedule II has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in Schedule II, no tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as set forth in Schedule II. No hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant's intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste, except in either event, incompliance with applicable federal, state or local statues, rules and regulations.

Leases. The Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete attached at Schedule I and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leasesunder each such Lease. No To Borrower’s Knowledge, no Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are described on Schedule I. Each Lease is in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. To Borrower’s Knowledge, the copies of each Lease and any related guaranty (including all amendments thereto) delivered to Lender are accurate, true and complete, and there are no oral agreements with respect thereto. No Rent (other than security deposits, if any, listed on Schedule I) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All To Borrower’s Knowledge, work to be performed by Borrower the landlord under each Lease has been performed as required in each Lease and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by under such TenantLease. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiryKnowledge, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such a Tenant and its employees occupy such leased premisesany portion of the Property. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such its Lease or otherwise to purchase all or any part of the leased premises or the building Property of which the leased premises are a partpart other than rights of first refusal which are not triggered by the exercise of Lender of its remedies hereunder or the acceptance by Lender of a deed-in-lieu of foreclosure of the Property. No Tenant under any Lease has any right or option for additional space in the Improvements. Borrower has no knowledge of any defaults by Borrower’s predecessor or any Tenant under any Lease nor any knowledge that any statement made by or on behalf of a Tenant in a tenant estoppel certificate delivered to Borrower and/or Lender in connection with the Loan contains any untrue statement of a material fact or omits to state any material fact necessary to make statements contained therein not misleading.

Leases. The Property is not subject to any Leases leases other than the Leases described in the certified rent roll Comenity Lease. Borrower has delivered to Lender in connection with the closing a true, correct and complete copy of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing DateComenity Lease. Borrower is the owner and lessor of landlord’s interest in the LeasesComenity Lease. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the LeasesComenity Lease. The current Leases are Comenity Lease is in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each the Comenity Lease has been performed as required and has been accepted by the applicable TenantComenity, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant Comenity has already been received by such TenantComenity. There has been no prior sale, transfer or assignment, hypothecation or pledge of any the Comenity Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on Comenity has not assigned the Certified Rent Roll has assigned its Comenity Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds Comenity does not hold its leased premises under assignment or sublease, nor does anyone except such Tenant Comenity (including any subtenants permitted under its Lease) and its employees occupy such leased premises, other than licensees, concessionaires and similar occupants as permitted under the Comenity Lease. Except as disclosed to Lender in writing, no Tenant under any Lease has Comenity does not have a right or option pursuant to such the Comenity Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has Comenity does not have any right or option for additional existing space in the Improvements.

Leases. (a) The Property is Properties are not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects Roll attached as of the Closing DateSchedule II hereto. Borrower is the owner and lessor of landlord’s interest in the Leases. No To Borrower’s knowledge, no Person has any possessory interest in the any Individual Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, andeffect and there are no defaults by Borrower or, to Borrower’s knowledge after due inquiryknowledge, there are no defaults thereunder by either party any Tenant under any Lease, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunderunder any Lease. To Borrower’s knowledge, all Tenants under the Leases are currently in occupancy and have not ceased or substantially ceased operations, or otherwise “gone dark”. No Tenant has given notice of intent to cease operations, substantially cease operations or otherwise “go dark.” No Rent has been paid more than one (1) month in advance of its due date. All security deposits To Borrower’s knowledge, there are held by Borrower in accordance with applicable lawno offsets or defenses to the payment of any portion of the Rents. All work to be performed by Borrower under each Lease has been been, or is being, performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesstill in effect. Except as disclosed to Lender in writingdescribed on Schedule II, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No To Borrower’s knowledge, no Hazardous Materials have been disposed, stored or treated by any Tenant under any Lease has on or about the leased premises nor does Borrower have any right knowledge of any Tenant’s intention to use its leased premises for any activity which, directly or option indirectly, involves the use, generation, treatment, storage, disposal or transportation of any Hazardous Materials, except those that are both (i) in compliance with current Environmental Laws and with permits issued pursuant thereto (if such permits are required), and (ii) either (A) in amounts not in excess of that necessary to operate, clean, repair and maintain the applicable Individual Property or each Tenant’s respective business at such Individual Property as set forth in their respective Leases, (B) held by a Tenant for additional space sale to the public in its ordinary course of business, or (C) fully disclosed to Lender in writing pursuant to the ImprovementsEnvironmental Reports.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Schedule I attached hereto and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leasesmade a part hereof. No Person has any possessory interest in the Property or any part thereof, or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, effect and, except as may have been reflected in any tenant estoppel certificates delivered to Borrower’s knowledge after due inquiryLender or in Schedule I, there are no Borrower is not aware of any defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunderthereunder on the part of Borrower or to Borrower's knowledge, on the part of any tenant. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower Except as disclosed in accordance with applicable law. All the tenant estoppels or disclosed in Schedule I, all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has tenant have already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingtherein. To Borrower’s knowledge after due inquiry's knowledge, except as disclosed in the tenant estoppels or disclosed in Schedule I, no Tenant tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, thereby to Borrower's knowledge; no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writingthe tenant estoppels or disclosed in Schedule I, no Tenant tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Borrower is not aware that any hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease has on or about the leased premises except cleaning supplies used and stored in compliance with law and inventory held for retail sale in compliance with law, nor does Borrower have any right knowledge of any tenant's intention to use its leased premises for any activity which, directly or option indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste except cleaning supplies used and stored in compliance with law and inventory held for additional space retail sale in the Improvementscompliance with law. Schedule I attached hereto is true and complete in all material respects.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing origination of the Loan (the “Certified Rent Roll”), which Loan. Such certified rent roll is true, complete and accurate correct in all material respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leasesdate set forth therein. No Person has any possessory interest in the Property or right to occupy the same (other than typical short-term occupancy rights of hotel guests which are not the subject of a written agreement) except under and pursuant to the provisions of the Leases. The Fitness Center Lease will terminate on October 1, 2006. All other current Leases are in full force and effect, and, effect and to the Best of Borrower’s knowledge after due inquiryKnowledge, there are no material defaults thereunder by either party (other than as expressly disclosed on the certified rent roll delivered to Lender or the Tenant estoppel certificates delivered to Lender in connection with the closing of the Loan) and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower , except as disclosed in accordance the Tenant estoppel certificates delivered to Lender in connection with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate closing of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenantthe Loan. There has been no prior sale, transfer or assignment, hypothecation or pledge by Borrower of any Lease or of the Rents received therein therein, which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on will be outstanding following the Certified Rent Roll has assigned its Lease or sublet all or any portion funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed other than those being assigned to Lender in writing, no concurrently herewith. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property rent roll, which is not subject to any Leases other than included as part of Seller’s Deliveries, and which is attached hereto as Schedule 9.8 and incorporated herein by reference, is a true, correct and complete list of the Leases described in and Tenants including, but not limited to, the certified description, by agreement and document name and date, of each Lease, together with any amendments, assignments and other documents with respect thereto. The rent roll delivered includes an addendum describing, with respect to Lender in connection with each Lease, the closing amount of any advance or prepaid rentals which have not accrued, rental holidays which have not expired and other allowances granted any Tenant which have not been fully utilized, if any. All of the Loan (information on the rent roll, including the description of the space, the rent and other charges payable by Tenants, the terms and options to renew, and the Security Deposits, also is complete, true and correct. The Leases provided to Buyer pursuant to Section 4.1(a) hereof are true and correct copies thereof and such Leases have not been amended or modified. Seller is the “Certified Rent Roll”), which rent roll is true, complete Landlord” or “Lessor” under the Leases and accurate in all respects as has full power and authority to assign the same to Buyer. Seller has not received written notice of any uncured event of default with respect to the Closing Date. Borrower is the owner and lessor performance of landlord’s interest in any of its obligations under the Leases. No Person has any possessory interest in To the Property or right to occupy the same except under and pursuant to the provisions best of Seller’s knowledge, each of the Leases. The current Leases are is in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are is no defaults thereunder monetary or non-monetary default under any Lease by either party and there are no conditions thatthe landlord or the tenant thereunder, nor has an event occurred which with the giving of notice or the passage of time or both would result in a default thereunder by either the giving of notice, landlord or both, would constitute defaults the tenant thereunder. No Rent has been paid more than one (1) month in advance To the best of its due dateSeller’s knowledge, no valid claims or rights of offset exist with respect to the Leases. All security deposits are held Except as provided on Schedule 9.8 attached hereto and incorporated herein by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenantreference, and any paymentsno 33 Leasing Commissions, free rent, partial rent, rebate of rent Tenant Inducement Costs or other payments, credits, allowances or abatements required to be given by Borrower amounts are now payable to any Tenant has already been received by such Tenant. There has been no prior sale, transfer Person under any agreement or assignment, hypothecation or pledge of understanding in connection with any Lease or of the Rents received therein renewal thereof, or any other options thereunder, nor does there exist any Leasing Commissions, Tenant Inducement Costs or other amounts which is outstandingmay become payable to any Person under any agreement or understanding in connection with any Lease or renewal thereof, or any options thereunder. To Borrowerthe best of Seller’s knowledge after due inquiryknowledge, there is no intention or indication of intention by any Tenant listed on the Certified Rent Roll has assigned to terminate its Lease or sublet all to limit, amend or alter its Lease or its use or occupancy. Seller has not previously assigned, pledged, transferred, hypothecated or conveyed the Leases or any portion interest therein. All of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant work (including all tenant improvements) to be constructed and its employees occupy such leased premises. Except as disclosed to Lender installed by the landlord in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises pursuant to the Leases is complete and fully paid for and/or will be complete and fully paid for on or before the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsClosing.

Leases. The rent roll with respect to each Individual Property attached hereto as Schedule 3.1.12 is true, complete and correct in all material respects and no Individual Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing DateSchedule 3.1.12. Each applicable Borrower Entity is the owner and lessor of landlord’s interest in the LeasesLeases with respect to each Individual Property. No Person has any possessory interest in the Individual Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Except as identified on Schedule 3.1.12 attached hereto, the Leases identified on Schedule 3.1.12 are in full force and effect, effect and, to Borrower’s knowledge after due inquiryactual knowledge, there are no material defaults thereunder by either party party, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunder. The copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by each Borrower Entity as of the date hereof, under each Lease has been performed as required in all material respects and has been accepted by the applicable TenantTenant if required by the terms of the Lease. Except as identified on Schedule 3.1.12 attached hereto, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by any Borrower Entity to any Tenant has already been received by such Tenant. Except as identified on Schedule 3.1.12 attached hereto, the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised Individual Property and have commenced the payment of full, unabated rent under the Leases. Each Borrower Entity has delivered to Lender a true, correct and complete list of all security deposits made by Tenants at the Individual Property which have not been applied (including accrued interest thereon), all of which have been used in accordance with the applicable Lease, are held by the applicable Borrower Entity in accordance with the terms of the applicable Lease and applicable Legal Requirements. To Borrower’s actual knowledge, no Tenant under a Lease is subject to any bankruptcy or reorganization proceedings. No Tenant under any Lease (or any sublease) is an Affiliate of any Borrower Entity. Except as identified on Schedule 3.1.12 attached hereto, the Tenants under the Leases are open for business and paying full, unabated rent. There are no brokerage fees or commissions due and payable in connection with the leasing of space at the Individual Property, except as has been previously disclosed to Lender in writing, and no such fees or commissions will become due and payable in the future in connection with the Leases, excepting by reason of any extension of such Lease or expansion of the space leased thereunder, and as has previously been disclosed to Lender in writing. Except as identified on Schedule 3.1.12 attached hereto, there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiry, no No Tenant listed on the Certified Rent Roll Schedule 3.1.12 has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Except as identified on Schedule 3.1.12 attached hereto, no Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject to any (a) All Leases and other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate rental arrangements shall in all respects be approved by Lender and shall be on a standard Lease form previously approved by Lender with no material modifications (except as approved by Lender). Such Lease form shall provide that (i) the Lease is subordinate to the Mortgage, (ii) the tenant shall attorn to Lender, provided Lender has agreed not to disturb tenant’s occupancy of its lease, and (iii) that any cancellation, surrender, or amendment of such Lease without the Closing Dateprior written consent of Lender shall be voidable by Lender. Within ten (10) days after Lender’s request, Borrower is the owner shall furnish to Lender a statement of all tenant security deposits, and lessor copies of landlord’s interest all Leases not previously delivered to Lender, certified by Borrower as being true and correct. Notwithstanding anything contained in the Leases. No Person has Loan Documents, Lender’s approval shall not be required for future Leases or Lease extensions or modifications if the following conditions are satisfied: (A) there exists no Default or Event of Default; (B) the Lease is on the standard Lease form approved by Lender with no material modifications, except for commercially reasonable changes agreed to in the ordinary course of Borrower’s business, provided, however, there shall be no material modification to any possessory interest in provisions with regard to subordination and attornment, estoppels and other such certificates or liability or indemnification clauses with respect to landlord without Lender’s prior written consent; (C) the Lease does not conflict with any restrictive covenant affecting the Property or right any other Lease for space in the Property; (D) the Lease is not and would not be, after any such extension or modification, a Major Lease; (E) the Lease shall provide for rental rates and landlord concessions comparable to occupy the same except under existing local market rates, shall be an arms length transaction and in no event be with an Affiliate of Borrower, and shall be established pursuant to the provisions Leasing Guidelines attached hereto as Schedule IV; (F) the Lease shall be to a tenant which Borrower, in its professional and commercially reasonably judgment, has determined is creditworthy; (G) the Lease shall not contain any options or right of renewal, extension or expansion by tenant at rental rates which are below reasonably comparable market rates at the Leases. The current Leases are in full force time such Lease is to be executed; and effect(H) the Lease is for a term of not more than ten (10) years, andexclusive of renewal options or rights, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, which together with the passage of initial term shall not exceed fifteen (15) years). Lender shall execute and deliver a Subordination Non-Disturbance and Attornment Agreement in the form annexed hereto as Schedule IV to Tenants under future commercial Major Leases approved by Lender promptly upon request with such commercially reasonable changes as may be requested by Tenants, from time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttime, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required which are reasonably acceptable to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLender.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Schedule I attached hereto and accurate in all respects as of the Closing Datemade a part hereof. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required in such Lease and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received reserved therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiry, no Tenant No tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building Property of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property Attached hereto as EXHIBIT B is not subject to any Leases other than a true and correct copy of the Rent Roll in Seller’s standard format, which was prepared by Seller in the ordinary course of its business and is the Rent Roll used and relied upon by Seller in its operation of the Property. To Seller’s knowledge, the Rent Roll lists all leases or occupancy agreements affecting the Property, and copies of the Leases described in contained within the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, Due Diligence Information are complete and accurate correct copies of such Leases in all respects as of the Closing DateSeller’s possession. Borrower Seller is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except current landlord under and pursuant to the provisions each of the Leases. The current rents and other sums due or to become due under each Lease have not been assigned, encumbered or subjected to any lien by Seller (other than pursuant to existing Monetary Liens to be fully satisfied at Closing). Except as contained in the Due Diligence Information, no notice of any default of the lessor under the Leases has been given by any tenant or, to the best of Seller’s knowledge, is pending. Each Lease provided as part of the Due Diligence Information is the entire agreement between Seller and the tenant under such Lease, including all representations and warranties, and there are no other agreements between Seller and such tenants of any kind. Each of the Leases is valid and enforceable in accordance with its terms, is in full force and effect, andand neither the lessor under the Leases nor, to BorrowerSeller’s knowledge after due inquiryand except as set forth in the Due Diligence Information, there are no defaults thereunder by either party and there are no conditions that, with any of the passage tenants is in default of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance any of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower obligations under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLeases.

Leases. The Property Borrower represents and warrants to Lender with respect to the Leases, except as may be shown on Schedule II, that: (a) the rent roll attached hereto as Schedule II is true, complete and correct in all material respects and the Properties are not subject to any Leases other than the Leases described in Schedule II, (b) the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases identified on Schedule II are in full force and effect, and, to Borrower’s knowledge after due inquiryand except as otherwise shown on Schedule II, there are no defaults thereunder by either party party, and Borrower has not received any notice of termination with respect to any such Leases, (c) the copies of the Leases made available to Lender are true and complete, and there are no conditions thatoral agreements with respect thereto, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No (d) no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All , (e) all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenantrequired, and (f) except as shown on Schedule II, any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There , (g) Borrower has delivered to Lender a true, correct and complete list of all security deposits made by Tenants at the Properties which have not been no prior saleapplied (including accrued interest thereon), transfer or assignment, hypothecation or pledge all of any Lease or which are held by Borrower in accordance with the terms of the Rents received therein which applicable Lease and applicable Legal Requirements, (h) except as shown on Schedule II, each Tenant under a Major Lease is outstanding. To Borrower’s knowledge after due inquiryfree from bankruptcy or reorganization proceedings, (i) except as set forth on Schedule II, no Tenant listed under any Lease (or any sublease) is an Affiliate of Borrower, Guarantors or Manager, (j) except as shown on Schedule II, no Tenant under any Lease is in default under the Certified Rent Roll terms and conditions of such Lease, (k) there are no brokerage fees or commissions due and payable in connection with the leasing of space at the Properties, except as has been previously disclosed to Lender in writing, and no such fees or commissions will become due and payable in the future in connection with the Leases, including by reason of any extension of such Lease or expansion of the space leased thereunder, except as has previously been disclosed to Lender in writing, (l) Borrower has not assigned or pledged any of the Leases, the rents thereunder or any interest therein except to Lender, other than assignments or pledges which have been terminated on or prior to the date hereof (m) except for Manager or its designee and Mezzanine Lender, no Tenant or other Person has any option, right of first refusal or offer or any other similar right to purchase all or any portion of, or interest in, the Properties, (n) no Tenant has the right to terminate its Lease prior to the expiration of the stated term thereof except, to the extent contained in the Lease, in the event of the destruction or condemnation of substantially all of the Properties, and (o) to Borrower’s knowledge, no Tenant has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is Borrower and the previous owners of the Land have not subject to entered into any Leases Leases, subleases or other arrangements for occupancy of space within the Project that are currently in effect other than as set forth on the Leases described in the certified rent roll attached hereto as Exhibit H, which Borrower certifies is true and correct in all material respects. True, correct and complete copies of Borrower's form lease and all Leases, as amended, have been delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesLender. Except as disclosed to Lender in writing, no all Leases are in full force and effect and each Lease constitutes the legal, valid and binding obligation of Borrower and, to the best of Borrower's Knowledge and belief, is enforceable against the Tenant thereof. Except as disclosed to Lender in writing, to the best of Borrower's Knowledge, Borrower is not in default under any Lease. Borrower has disclosed to Lender in writing any monetary default, and any material non-monetary default of which Borrower or the property manager has given notice to such Tenant, by any Tenant under any Lease and no notice of termination has a right or option pursuant to such Lease or otherwise to purchase all or been issued under any part of the leased premises or the building of which the leased premises are a partLease. No Tenant under any Lease has any right has, as of the date hereof, paid rent more than thirty (30) days in advance, and the rents under such Leases have not been waived, released, or option for additional space otherwise discharged or compromised. All security deposits required under such Leases have been fully funded and are held by Borrower in the Improvementsa separate segregated account in compliance with applicable Law.

Leases. The Property is not subject Seller has made available to any the Purchaser true, correct and complete copies of all of the Leases other affecting the Properties including all guarantees of such Leases. Other than the Leases described and any matters of record as reflected in the certified rent roll delivered Title Commitments, none of Seller, any General Partner or any Owner has entered into any contract or agreement with respect to Lender in connection with the closing occupancy of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right any portion or portions thereof which will be binding on the Owners after the Closing, other than consent and recognition agreements with respect to occupy subleases and customary agreements for utilities, cable, antennae, fiber optic and other similar service providers (collectively, the same except under “Service Provider Contracts”). To the extent such Service Provider Contracts are in Seller’s actual possession, Seller has made available to Purchaser true, correct and pursuant complete copies of such Service Provider Contracts prior to the provisions Effective Date. Except as disclosed in writing to the Purchaser prior to the Effective Date, (i) no written notice has been given or received by any Owner under such Leases with respect to any material default under the Leases that remains uncured and (ii) to Seller’s knowledge, no material default exists on the part of any Tenant under such Leases. Except as disclosed in writing to the Purchaser prior to the Effective Date, there is no free rent outstanding under any Lease, all of the Leases. The current Owner’s obligations to construct tenant improvements have been performed in full, all of the Owner’s obligations to reimburse Tenants for tenant improvements under the Leases and all concessions from the Owner under the Leases have been paid in full, and no leasing commissions are in full force and effect, and, to Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with under the passage of time Leases or the giving of notice, any separate leasing commission or both, would constitute defaults thereunderbrokerage agreements. No Rent Tenant has been paid any base rent, additional rent or any other amount due under the Lease more than one (1) month in advance of its the applicable due date. All , other than any security deposits are held by Borrower (but any advance payment thereof after the Effective Date shall not constitute an Exception Matter if such payment is prorated as provided in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate Section 7.5 of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesthis Agreement). Except as disclosed in writing to Lender the Purchaser prior to the Effective Date, there are no security deposits paid by Tenants, but any application of security deposits in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of accordance with the leased premises or applicable Leases after the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsEffective Date shall not constitute an Exception Matter.

Leases. The Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with Rent Roll attached as Schedule II hereto and made a part hereof. To the closing best of the Loan (the “Certified Rent Roll”)Borrower’s knowledge, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No no Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, effect and to Borrower’s knowledge after due inquiryknowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No To the best of Borrower’s knowledge, no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All To the best of Borrower’s knowledge, all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant tenant has already been received by such Tenanttenant. There To the best of Borrower’s knowledge, there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiryknowledge, no Tenant tenant listed on the Certified Rent Roll Schedule II has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in Schedule II, no tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as set forth in Schedule II. To Borrower’s actual knowledge based on the Environmental Report delivered to Lender in connection herewith, no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant’s intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste, except in either event, in compliance with applicable federal, state or local statues, rules and regulations.

Leases. (1) The leases with respect to the Oakton Property is not subject to any Leases other than are specified on Exhibit J-1 (collectively, the Leases described in "Oakton Leases"); (2) the certified rent roll delivered to Lender in connection with the closing copies of the Loan (the “Certified Rent Roll”), which rent roll is Oakton Leases provided or to be provided to Purchaser by Seller are true, complete accurate, and accurate in all respects as complete, and each of the Closing Date. Borrower Oakton Leases is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect; (3) neither any tenant under a Oakton Lease (each, a "Oakton Tenant") nor Seller is in default under any Oakton Lease, and, to Borrower’s knowledge after due inquirySeller's actual knowledge, there are no defaults thereunder by either party and there are no conditions thatdoes not exist any condition, which, with the passage of time or the giving of notice, shall constitute a default under any Oakton Lease, or bothany unsatisfied claim, would constitute defaults set-off, or counterclaim against Seller by any Oakton Tenant; (4) there is not any action or proceeding pending, or, to Seller's actual knowledge, threatened, by any Oakton Tenant against Seller; (5) each of the Oakton Leases represents the complete agreement between Seller and the respective Oakton Tenant as to all rights, liabilities, and obligations of Seller and said Oakton Tenant in and to the property demised thereunder. No Rent , and none of the Oakton Leases has been modified or amended except as set forth in Exhibit J-1; (6) the security deposits set forth on Exhibit K with respect to the Oakton Tenants are all of the security deposits paid by or on behalf of Oakton Tenants under the Oakton Leases; (7) no Oakton Tenant has paid any rent or other charge of any nature for a period of more than one (1) month in advance advance; and (8) the rent roll with respect to the Oakton Property attached hereto as Exhibit L-1 is true and correct in all material respects as of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such TenantEffective Date. There has been no prior salealso are specified on Exhibit J-1, transfer or assignmentto the best knowledge, hypothecation or pledge information and belief of any Lease or of Seller, those certain subleases with respect to the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsOakton Property.

Leases. The No portion of the Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. attached at Schedule I. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or any portion thereof or right to occupy the same same, except under and pursuant to the provisions of the Leases. The Except as listed on Schedule I or disclosed in the estoppel certificates received by Agent on or prior to the Closing Date, the current Leases are in full force and effect, effect and Borrower has neither received nor given notice of any default thereunder and, to the knowledge of Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has The copies of the Leases and any related guaranty (including all amendments thereto) delivered to Agent are accurate, true and complete, and there are no oral agreements with respect thereto. Except as disclosed in the estoppel certificates received by Agent on or prior to the Closing Date, no Rents (other than USActive 36631986.12 -86- security deposits, if any, listed on Schedule I) have been paid more than one (1) month in advance of its due date. All security deposits are held Except as listed on Schedule I or disclosed in the estoppel certificates received by Borrower in accordance with applicable law. All Agent on or prior to the Closing Date, all work to be performed by Borrower the landlord under each Lease has been performed as required in such Lease and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower the landlord under such Lease to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises Property. Except as disclosed in the estoppel certificates received by Agent on or prior to the building of which Closing Date and as set forth in the leased premises are a part. No applicable Lease, no Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)Roll attached hereto as Exhibit B, which rent roll Rent Roll is true, accurate and complete and accurate in all material respects as of the Closing Datedate hereof. Borrower is the sole owner and lessor of landlordthe entire lessor’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the LeasesLeases and Permitted Encumbrances. The To the best of Borrower’s knowledge, the Leases are valid and enforceable and have not been altered, modified or amended in any manner since copies of same were last delivered to Lender. None of the Rents (other than security deposits) have been collected for more than one (1) month in advance. Except as previously disclosed to Lender in writing, all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any tenant have already been received by such tenant. To the best of Borrower’s knowledge, the current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge Transfer of any Lease or of the Rents received therein which is outstandingtherein. To Borrower’s knowledge after due inquiryExcept as set forth on Exhibit B, no Tenant tenant listed on the Certified Rent Roll Exhibit B has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as expressly provided under any Lease delivered to Lender prior to the Closing Date, no tenant under any Lease has any right or option for additional space in the Improvements. Except as set forth in the Environmental Report (as defined in the Environmental Indemnity), no Hazardous Materials have been stored, treated or Released by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant’s intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, transportation or Release of any Hazardous Materials. Other than Residential Leases, true and correct copies of all Leases in existence as of the Closing Date were delivered to Lender prior to the execution of this Agreement.

Leases. The Property is Properties are not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing DateSabre Leases. Borrower is the owner and lessor of landlord’s interest in the Sabre Leases. No Person has any possessory interest in the any Individual Property or right to occupy the same except under and pursuant to the provisions of the Sabre Leases. The current Sabre Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease the Leases has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances allowances, concessions or abatements required to be given by Borrower to any Tenant has tenant have already been received by such Tenanttenant and all leasing commissions and tenant improvement obligations under the Leases have been fully satisfied. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To Borrower’s knowledge after due inquiry, no Tenant listed on Sabre has not assigned the Certified Rent Roll has assigned its Lease Sabre Leases or sublet all or any portion of the premises demised thereby, no such Tenant holds Sabre does not hold its leased premises under assignment or sublease, nor does anyone except such Tenant Sabre and its employees or employees of its Affiliates occupy such leased premises. Except as disclosed to Lender in writing, Sabre has no Tenant under any Lease has a right or option pursuant to such Lease the Sabre Leases or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease Sabre has any no right or option for additional space in the Improvements.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing origination of the Loan (and the “Certified Rent Roll”), which Air Rights Lease. Such certified rent roll is true, complete and accurate correct in all material respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leasesdate set forth therein. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the LeasesLeases or the REAs. The current Leases are in full force and effect, and, effect and to Borrower’s knowledge after due inquiry's knowledge, there are no material defaults thereunder by either party (other than as expressly disclosed on the certified rent roll delivered to Lender or the Tenant estoppel certificates delivered to Lender in connection with the closing of the Loan or as otherwise set forth on SCHEDULE VIII) and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower , except as disclosed in accordance the Tenant estoppel certificates delivered to Lender in connection with applicable law. All work to be performed by Borrower under each Lease has been performed the closing of the Loan or as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenantotherwise set forth on SCHEDULE VI attached hereto. There has been no prior sale, transfer or assignment, hypothecation or pledge by Borrower of any Lease or of the Rents received therein therein, which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on will be outstanding following the Certified Rent Roll has assigned its Lease or sublet all or any portion funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed other than those being assigned to Lender concurrently herewith. Other than the right to purchase the Air Rights Parcel as contained in writingthe Air Rights Lease, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The rent roll attached hereto as Schedule II (the “Rent Roll”) is true, complete and correct in all material respects and the Property is not subject to any Leases other than the Leases described in on the certified rent roll Rent Roll. Xxxxxxxx has delivered to Lender in connection with Administrative Agent the closing of DCAS Lease and the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing DateDCAS Lease has not been amended or modified. Borrower Xxxxxxxx is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the LeasesLeases described on the Rent Roll, arrearage reports and Tenant estoppels delivered to and approved by Administrative Agent. The current Except as set forth on the Rent Roll, and to Borrower’s knowledge: (i) the Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are party, (ii) Borrower has delivered to Administrative Agent all the copies of the Leases in Borrower’s possession, (iii) no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (other than security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held , (iv) except as disclosed on Schedule III attached hereto and the work contemplated by Borrower in accordance with applicable law. All the DCAS Lease, all work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and (v) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There Tenant or are to be received by the Tenant after the date hereof pursuant to the express terms of the applicable Lease, (vi) except as set forth in the Rent Roll and with respect to the DCAS Lease, the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised Property and have commenced the payment of full, unabated rent under the Leases, (vii) Borrower has delivered to Administrative Agent a true, correct and complete list of all security deposits made by Tenants at the Property which have not been applied (including accrued interest thereon), all of which are held by Borrower in accordance with the terms of the applicable Lease and applicable Legal Requirements, (viii) no prior saleTenant under any Lease (or any sublease) is a Borrower Related Party, transfer (ix) the Tenants under Leases are open for business and paying full, unabated rent and no Tenant has requested to discontinue its business at its demised premises, (x) other than pursuant to the Leasing Agreement, there are no brokerage fees or assignmentcommissions due and payable in connection with the leasing of space at the Property, hypothecation and no such fees or pledge commissions will become due and payable in the future in connection with the Leases, including by reason of any extension of such Lease or expansion of the Rents received therein which is outstanding. To space leased thereunder, and (xi) to Borrower’s knowledge after due inquiryknowledge, no Tenant listed on has or is asserting any claim of offset or other defense, counterclaim or other claim in respect of such Xxxxxx’s obligations or the Certified Rent Roll has assigned its Lease or sublet all or lessor’s rights under any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesLease. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased -76- premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space Borrower is sole owner of the lessor’s entire right, title and interest in and to the Improvements.Leases. 3.1.23

Leases. The Property is not subject to any Leases leases other than (a) the Ground Lease and (b) the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)attached hereto as Schedule I and made a part hereof, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in 50 the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, and, to Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower in accordance with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To Borrower’s knowledge after due inquiry, no No Tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which attached hereto as Schedule X and made a part hereof. Such certified rent roll is true, complete and accurate correct in all material respects as of the Closing Datedate set forth therein. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are in full force and effect, andeffect and there are no material defaults thereunder by Borrower or, to Borrower’s knowledge after due inquiryknowledge, there are no defaults thereunder by either any other party thereto (other than as expressly disclosed on the certified rent roll delivered to Lender or the Tenant estoppel certificates delivered to Lender in connection with the closing of the Loan) and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunderthereunder by Borrower or, to Borrower’s knowledge, any other party thereto. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by Borrower , except as disclosed in accordance the Tenant estoppel certificates delivered to Lender in connection with applicable law. All work to be performed by Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate closing of rent or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenantthe Loan. There has been no prior sale, transfer or assignment, hypothecation or pledge by Borrower of any Lease or of the Rents received therein therein, which is outstanding. To Borrower’s knowledge after due inquiry, no Tenant listed on will be outstanding following the Certified Rent Roll has assigned its Lease or sublet all or any portion funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed other than those being assigned to Lender in writing, no concurrently herewith. No Tenant under any 62 Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.