Common use of Leases Clause in Contracts

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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, 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 work to be performed by Borrower 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 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 still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.

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 attached Roll”), which rent roll is true, complete and accurate in all respects as Schedule I hereto and made a part hereofof the Closing Date. Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 knowledgeknowledge 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. 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 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 still in effectoutstanding. No To Borrower’s knowledge after due inquiry, no Tenant under any Lease 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. No 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 Property 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 PropertyImprovements.

Leases. The Property is not subject to any Leases leases other than the Leases described in the Rent Roll rent roll attached hereto as Schedule I hereto and made a part hereof, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the sole owner and lessor (or sublessor) of landlord’s interest in the Leases and any applicable Leases. Except with respect to the Permitted Encumbrances. No , 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, except as set forth on the rent roll attached hereto as Schedule I or in any tenant estoppel certificate delivered to Lender, there are no uncured defaults thereunder by Borrower nor, to the best of Borrower’s knowledge, there are no defaults any other party thereunder by either party and 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. The copies of the Leases Except as set forth in any tenant estoppel certificate delivered to Lender, or as otherwise disclosed to Lender are true and completein the Lease or by Borrower, 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 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. 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 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 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 still in effectoutstanding. No To Borrower’s knowledge, no Tenant under any Lease listed on 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 assignment. Except as disclosed to Lender or subleaseexcept as set forth in a Lease or in any tenant estoppel certificate delivered to Lender, nor does anyone except such Tenant occupy such leased premises. 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 Property 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 PropertyImprovements. 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 the Rent Roll attached certified rent roll delivered in connection with the origination of the Loan. Such certified rent roll is true, complete and correct in all material respects as Schedule I hereto and made a part hereof. Borrower is of the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrancesdate 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, and to the Best of Borrower’s knowledgeKnowledge, 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. 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 work , except as disclosed in the Tenant estoppel certificates delivered to be performed by Borrower under each Lease has been performed as required Lender in such Lease and has been accepted by connection with 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion will be outstanding following the funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premisesother than those being assigned to Lender 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 Property property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.

Leases. The Property is not subject Borrower has delivered to Lender true and complete copies of all Leases pursuant to which any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner lessor at any of landlordthe Properties, including all modifications and amendments thereto, which are in Borrower’s interest in the Leases and possession. Except for Borrower or affiliates of Borrower occupying all or any applicable Permitted Encumbrances. No Person 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 and effect and, to Borrower’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 completeall material respects, and there the 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, no security deposits are no oral agreements with respect thereto. No Rent 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 been paid more than one (1any 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) month and except as set forth in advance of its due date. All work the Exception Report, upon foreclosure on any Property, with respect to be performed by Borrower under each Lease has been performed as 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 any early termination provisions within such Lease. Lender agrees, at Borrower’s sole cost and expense, to provide a subordination, attornment and non-disturbance agreement in form and substance reasonably acceptable to Lender if expressly required in such Lease 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 under a Lease (other than in connection with common area maintenance and other routine reconciliations) and no Tenant has already been received the right to require Borrower to perform or finance any Material Alterations or improvements to the space covered by such Tenantits Lease. There has been no prior saleNotwithstanding any provision contained in this Agreement to the contrary, transfer Leases may contain (and the same shall be expressly permitted hereunder without notice to or assignmentthe consent of Lender, hypothecation or pledge of any Lease or of except to the Rents received therein which is still in effect. No Tenant under any Lease 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 occupy such leased premises. 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 Property of which the leased premises are a part. No Tenant under any Lease has any right rent concessions or option for additional space abatements, in each case as set forth in the PropertyException Report.

Leases. The Property is not subject to any Leases other than the Leases described in on the Rent Roll attached as Schedule I SCHEDULE IV hereto and made a part hereofhereof (and subleases permitted under the Anchor Lease). Borrower is To the sole owner best of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No 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 in full force and effect and, and to Borrower’s knowledge's knowledge after 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. The copies To the best of the Leases delivered to Lender are true and completeBorrower's knowledge, 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 To the best of Borrower's knowledge, 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 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 still in effectoutstanding. No Tenant under any Lease To Borrower's knowledge after inquiry, except as set forth on SCHEDULE IV, no tenant listed on 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. 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 Property 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 PropertyImprovements 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 disclosed to Lender in writing or set forth in the Rent Roll occupancy and/or rental reports delivered to Lender on or prior to the Closing Date. Except as set forth on Schedule 4.1.26 attached as Schedule I hereto and made a part hereofhereto, there are no Major Leases on any Individual Property. Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 andand there are no defaults by Borrower or, to the best of Borrower’s knowledge, there are no defaults thereunder by either party and 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. The copies of Except as disclosed to Lender in writing or set forth in the Leases Rent Rolls delivered to Lender are true and completeon or prior to the Closing Date, 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. There are no 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 in such Lease 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 still in effect. No Tenant under any Lease Except as disclosed to Lender in writing or set forth in the Rent Rolls, to the best of Borrower’s knowledge, no 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. 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 Property 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 PropertyImprovements. 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. (b) With respect to any Individual Property located within the State of New York, Lender shall have all of the rights against lessees of each Individual Property located in the State of New York set forth in Section 291-f of the Real Property Law of New York.

Leases. The Property is not subject to any Leases leases, subleases, licenses, concessions or other than agreements related to the Leases described in leasing or renting of the Property or any portion thereof, except for the Principal Lease (as amended from time to time), or as set forth on the Rent Roll attached (as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrancesdefined 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 , and there are no prior 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 full force Section 1.9 given by Borrower to Lender; and effect and(iii) each Lease constitutes the legal, valid and binding obligation of Borrower; and (iv) to Borrower’s knowledge, there are after due and diligent inquiry and investigation no defaults thereunder by either party and there are no conditions thatdefault 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. The copies of the Leases Property; and (v) except as disclosed in writing in an estoppel certificate by such Tenant that has been delivered to Lender are true in connection with the Loan, to the Borrower’s knowledge, after due and completediligent inquiry and investigation, no Tenant has any offset or defense to the payment of rent under its Lease; and there are no oral agreements with respect thereto. No Rent (including security depositsvi) 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 advance, and the rents under such Lease has not been waived, released, or otherwise discharged or compromised; and (vii) except as disclosed in writing in the estoppel certificate delivered to Lender in connection with the Loan 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 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 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 and belief, each Tenant is still free from bankruptcy, reorganization or arrangement proceedings or a general assignment for the benefit of creditors; and (xi) except as specifically described in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion of the premises demised therebyTitle Insurance Policy, no such Tenant holds its leased premises under assignment Lease provides any party with the right to obtain a lien or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of encumbrance upon the Property superior to the lien of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertythis Mortgage.

Leases. The Property is not subject to any Leases leases other than the Master Lease and the Leases described in the Rent Roll rent roll attached hereto as Schedule I hereto and made a part hereof, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the sole owner 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 and any applicable Permitted Encumbrancespursuant 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, 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 defaults thereundersuch an Event of Default. The copies of the Leases delivered to Lender are true in full force and complete, effect and there are no oral agreements defaults thereunder by either party and to Borrower’s knowledge, there are no conditions that, with respect theretothe passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) 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. 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 in such Lease 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 still in effectoutstanding. No Tenant under any Lease listed on 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). 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 Property 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 PropertyImprovements.

Leases. The Property is not subject to any Leases leases other than the Leases described in the Rent Roll rent roll attached hereto as Schedule I hereto and made a part hereof, which rent roll is true, complete and accurate in all respects as of the Closing Date. Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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, 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 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 still in effectoutstanding. No Tenant under any Lease listed on 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. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property 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 PropertyImprovements.

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 Rent Roll occupancy and/or rental reports delivered to Lender on or prior to the Closing Date. Except as set forth on Schedule 4.1.26 attached as Schedule I hereto and made a part hereofhereto, there are no Major Leases on any Individual Property. Borrower is the sole owner and lessor of landlord’s 's interest in the Leases and any applicable Permitted EncumbrancesLeases. 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, 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. The copies of Except as disclosed to Lender in writing or set forth in the Leases Rent Rolls delivered to Lender are true and completeon or prior to the Closing Date, 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. There are no 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 in such Lease 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 still in effect. No Tenant under any Lease Except as disclosed to Lender in writing or set forth in the Rent Rolls, to the best of Borrower's knowledge, no 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. 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 Property 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 PropertyImprovements. 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. (b) With respect to any Individual Property located within the State of New York, Lender shall have all of the rights against lessees of each Individual Property located in the State of New York set forth in Section 291-f of the Real Property Law of New York.

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 Rent Roll attached as Schedule I hereto and made a part hereofRoll. Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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, 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. The copies forms of the Leases delivered to Lender are true and completecorrect copies of the Lease forms used by Borrower, 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 work to be performed by Borrower under each Lease has been performed as required in such Lease 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 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 still in effect. No Tenant under any Lease To Borrower’s knowledge, no tenant listed on the 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises . (b) All Leases for Pad Sites by Home Owners are a part. No Tenant under any Lease has any right or option on forms that are customary for additional space similar manufactured home communities in the Propertysame geographical location, and contain terms that: (i) are for initial terms of at least 12 months and not more than 2 years (unless otherwise approved in writing by Lender), (ii) list Borrower as the landlord and owner therein, (iii) subordinate the Lease to the mortgage lien of Lender, (iv) require payment of rents and other amounts payable by Home Owners be payable to Borrower, and (v) are substantially similar in form and substance to those previously delivered and approved by Lender and/or Lender’s counsel. All Leases for Pad Sites by Home Owners include a provision requiring that tenants comply with all laws, rules and regulations applicable to manufactured homes and manufactured home communities, including any laws, rules and regulations promulgated by the U.S. Department of Housing and Urban Development and the Community Rules. (c) All Leases for Pad Sites by Home Owners are bona fide leases made to Home Owners that are required to locate a Manufactured Home thereon. (d) All Leases for Pad Sites require Home Owners to maintain property damage insurance to ensure the Manufactured Homes are protected from loss or damage from fire and other hazards.

Leases. The Property is not subject to any Leases leases other than the Leases described in the Rent Roll attached as on Schedule I hereto II and made a part hereofhereof and the Operating Lease. Borrower Operating Lessee is the sole owner and lessor of landlord’s interest in the Leases other than the Operating Lease. Borrower is the owner and any applicable Permitted Encumbranceslessor of landlord’s interest in the Operating 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, 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 Borrower’s knowledge, except as disclosed to Lender are true and completeon Schedule II hereof, and there are (a) 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 , (b) 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 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 still remains in effect. No Tenant under any Lease , (d) in each case, unless otherwise indicated thereon, no tenant listed on 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. No Tenant , (e) no tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property 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 PropertyImprovements.

Leases. The Property is not subject to any Leases other than the Leases described in on the Rent Roll attached as Schedule I SCHEDULE IV hereto and made a part hereofhereof (and subleases permitted under the Anchor Lease). Borrower is To the sole owner best of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No Borrower's knowledge after due inquiry, 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, and to Borrower’s knowledge's knowledge after 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. The copies To the best of the Leases delivered to Lender are true and completeBorrower's knowledge after due inquiry, 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 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 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 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 still in effectoutstanding. No Tenant under any Lease To Borrower's knowledge after inquiry, except as set forth on SCHEDULE IV, no tenant listed on 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. 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 Property 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 PropertyImprovements 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 Premises contains 299 apartment units including the two (2) office spaces. The Rent Roll is not subject a true, correct and complete list, as of the date 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. No tenant has any unilateral right or option to any Leases other than renew or extend the Leases described term of its lease except as otherwise disclosed in the Rent Roll attached 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 Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest 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 any applicable Permitted EncumbrancesSeller, 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 andeffect, to Borrower’s knowledge, there are no defaults thereunder by either party and there are no conditions that, with except as otherwise disclosed in the passage of time or the giving of notice, or both, would constitute defaults thereunderRent Roll. The copies provisions of the Leases delivered to Lender are true and completethis subparagraph (a) shall survive Closing until October 1, 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 work to be performed by Borrower 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 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 still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property1996.

Leases. The Property rent roll, which is not subject to any Leases other than the Leases described in the Rent Roll included as part of Seller’s Deliveries, and which is attached hereto as Schedule I hereto 9.8 and made incorporated herein by reference, is a part hereof. Borrower is the sole owner true, correct and complete list of landlord’s interest in the Leases and Tenants including, but not limited to, the description, by agreement and document name and date, of each Lease, together with any applicable Permitted Encumbrancesamendments, assignments and other documents with respect thereto. No Person The rent roll includes an addendum describing, with respect to each Lease, the 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 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 “Landlord” or “Lessor” under the Leases and has any possessory interest in the Property or right full power and authority to occupy assign the same except under and pursuant to Buyer. Seller has not received written notice of any uncured event of default with respect to the provisions performance of any of its obligations under the Leases. The current To the best of Seller’s knowledge, each of the Leases are is in full force and effect and, to Borrower’s knowledge, 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. The copies To the best of the Leases delivered to Lender are true and completeSeller’s knowledge, and there are no oral agreements valid claims or rights of offset exist with respect theretoto the Leases. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All work to be performed Except as provided on Schedule 9.8 attached hereto and incorporated herein by Borrower under each Lease has been performed as required in such Lease and has been accepted by the applicable Tenantreference, and any paymentsno 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 still in effect. No Tenant may become payable to any Person under any agreement or understanding in connection with any Lease has assigned or renewal thereof, or any options thereunder. To the best of Seller’s knowledge, there is no intention or indication of intention by any Tenant 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant work (including all tenant improvements) to such Lease or otherwise to purchase all or any part of be constructed and installed by the Property of which landlord in the leased premises are a part. No Tenant under any Lease has any right pursuant to the Leases is complete and fully paid for and/or will be complete and fully paid for on or option for additional space in before the PropertyClosing.

Leases. The Property is not subject Rent Roll and Delinquency Report provided to any Leases other than Buyer pursuant to Section 4, as updated pursuant to Section 6.3.5, are true, correct, and complete as of the date prepared. Seller has or will, pursuant to Section 4, deliver to Buyer true, accurate and complete copies of all of the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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 Borrowerthe best of Seller’s knowledge, there are no defaults thereunder by either party 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 conditions thatrights to renew, with the passage of time extend or the giving of notice, or both, would constitute defaults thereunder. The copies of terminate the Leases delivered 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 Seller with respect to Lender are true and completeany Lease, and there are no written 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 respect theretoall of the 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 to grant or allow any rent or other concessions. No Rent (including security deposits) has rent or other payments have been paid collected in advance for more than one (1) month in advance of its due date. 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 Tenant, and any payments, free rent, partial rent, rebate of rent no rents or other paymentsdeposits are held by Seller, 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 except the Rents received therein which is still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion of security deposits described on the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of Rent Roll and rent for the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertycurrent month.

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 Rent Roll attached Schedules, as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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, 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 thereunderthereto. 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 construction 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 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 applied (including accrued interest thereon), all of which are held by such Borrower in accordance with the terms of the applicable Lease and applicable Legal Requirements. To Borrowers’ knowledge, each Tenant is free from bankruptcy or reorganization proceedings. To Borrowers’ knowledge, no prior sale, transfer or assignment, hypothecation or pledge of Tenant under any Lease or is default under the terms and conditions of the Rents received therein which is still in effectsuch Lease. No Tenant under any Lease has assigned its Lease or sublet all (or any portion sublease) (other than the Operating Leases) is an Affiliate of any Borrower, except as may be otherwise disclosed on the premises Rent Roll Schedules, as appropriate. The Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised therebypremises, 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 been previously disclosed to Lender in writing, and no such Tenant holds its leased premises under assignment fees or subleasecommissions will become due and payable in the future in connection with the Leases, nor does anyone except such Tenant occupy such leased premises. No Tenant under 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 Property of which the space 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 Propertywriting.

Leases. The Property is not subject to any Leases leases other than the Leases described in the Rent Roll rent roll attached hereto as Schedule I hereto 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 sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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, 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. The copies of the Leases delivered to Lender are true , except as disclosed and complete, and there are no oral agreements with respect theretocertified by Borrower. 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 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 still in effectoutstanding. No Tenant under any Lease listed on 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. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property 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 PropertyImprovements 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 other than the Leases described in the Rent Roll attached certified rent roll delivered in connection with the origination of the Loan. Such certified rent roll is true, complete and correct in all material respects as Schedule I hereto and made a part hereof. Borrower is of the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrancesdate 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, and to the Best of Mezzanine Borrower’s knowledge'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. 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 work , except as disclosed in the Tenant estoppel certificates delivered to be performed by Borrower under each Lease has been performed as required Mezzanine Lender in such Lease and has been accepted by connection with 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion will be outstanding following the funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premisesother than those being assigned to Mortgage Lender 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 Property property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.

Leases. The Borrower represents and warrants to Lender that: (a) the Property is not subject to any Leases other than the Leases described in Master Lease, (b) the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower Master Lease is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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 knowledgeeffect, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of noticeBorrower, or both(to Borrower’s knowledge) Master Tenant, would constitute defaults thereunder. The copies and Borrower has not received any notice of termination with respect to the Master Lease, (c) the copy of the Leases Master Lease delivered to Lender are is true and complete, and there are no oral agreements with respect thereto. No , (d) no Rent (including excluding security deposits) has been paid more than one (1) month in advance of its due date. All , (e) all work to be performed by Borrower under each the Master Lease has been performed as required in such Lease and has been accepted by the applicable Master Tenant, 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 Master Tenant has already been received by such Master Tenant. There , (g) Master Tenant has been accepted possession and is in occupancy of, and is open for business and conducting normal business operations at, all of its demised premises, and is paying full, unabated rent under the Master Lease, (h) Master Tenant is free from bankruptcy or reorganization proceedings, (i) Master Tenant is an Affiliate of Borrower, (j) there are no brokerage fees or commissions due and payable in connection with the Master Lease, (k) Borrower has not assigned or pledged the Master Lease, the rents thereunder or any interest therein except to Lender, (l) 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 Property, (m) Master Tenant does not have the right to terminate its Lease prior sale, transfer or assignment, hypothecation or pledge of any Lease or to the expiration of the Rents received therein which is still stated term thereof except, to the extent contained in effect. No the Lease, (n) Master Tenant under any Lease has not assigned its Lease or sublet all or any portion of the premises demised thereby, no such and (o) the Master Lease is subordinate to the Mortgage and the Assignment of Leases and provides that the Master Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under has agreed to attorn to Lender and any Lease has purchaser at a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertyforeclosure sale.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached certified rent roll delivered in connection with the origination of the Loan. Such certified rent roll is true, complete and correct in all material respects as Schedule I hereto and made a part hereof. Borrower is of the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrancesdate 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, and to the Best of Borrower’s knowledgeKnowledge, 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. 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 work , except as disclosed in the Tenant estoppel certificates delivered to be performed by Borrower under each Lease has been performed as required Lender in such Lease and has been accepted by connection with 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion will be outstanding following the funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premisesother than those being assigned to Lender 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 Property property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.

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 Rent Roll attached as on Schedule I hereto and made a part hereofXI. Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 effect 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, 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 work to be performed by Borrower under each Lease has been performed as required in such Lease 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 still in effectwill be outstanding following the funding of the Loan (other than to Lender). No Tenant under any Lease tenant listed on 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, guests and invitees occupy such leased premises. 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 Property 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 PropertyImprovements, except as disclosed on Schedule XI.

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 Rent Roll attached as Schedule I. The Leases identified on Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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, 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 thereunderparty. 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 work to be performed by Borrower under each Lease has been performed as required in such Lease 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 has been are no prior sale, transfer or assignment, hypothecation or pledge of security deposits under any Lease or of the Rents received therein which Leases. Each Tenant under a Lease is still in effectfree from bankruptcy or reorganization proceedings. No Tenant under any Lease has assigned its Lease or sublet all (or any portion sublease) is an Affiliate of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premisesBorrower. 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 a right been previously disclosed to Lender in writing, and no such fees or option pursuant to commissions will become due and payable in the future in connection with the Leases, including by reason of any extension of such Lease or otherwise to purchase all or any part expansion of the Property of which the space 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 Propertywriting.

Leases. The Property is not subject to any Leases other than the Prime Lease, the Sublease and the Leases described in the Rent Roll attached certified rent roll delivered in connection with the origination of the Loan. Such certified rent roll is true, complete and correct in all material respects as Schedule I hereto and made a part hereof. Borrower is of the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrancesdate 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, and to the Best of Borrower’s knowledgeKnowledge, 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. 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 work , except as disclosed in the Tenant estoppel certificates delivered to be performed by Borrower under each Lease has been performed as required Lender in such Lease and has been accepted by connection with 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion will be outstanding following the funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premisesother than those being assigned to Lender 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 Property property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.

Leases. The Property is Properties are not subject to any Leases other than the Leases described in the Rent Roll Schedule II attached as Schedule I hereto and made a part hereof. Borrower or Operating Tenant, as the case may be, is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 and, to Borrower’s knowledge, 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 thereunder. The copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect theretounder any Major Lease. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. There are no offsets or defenses to the payment of any portion of the Rents payable with respect 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 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 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 still in effect. No Tenant under any Lease 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 occupy such leased premises. 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 Property 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 PropertyEnvironmental 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 Rent Roll Schedule II attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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, and to Borrower’s '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 (including security deposits) has been paid more than one (1) month in advance of its due date. 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 still in effectoutstanding. No Tenant under any Lease To Borrower's knowledge, nontenant listed on 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. 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 Property 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 PropertyImprovements 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 the Rent Roll Schedule II attached as Schedule I hereto and made a part hereof. Borrower or Operating Tenant, as the case may be, is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 and, to Borrower’s knowledge, 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 thereunder. The copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect theretounder any Major Lease. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. There are no offsets or defenses to the payment of any portion of the Rents payable with respect 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 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 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 still in effect. No Tenant under any Lease 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 occupy such leased premises. 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 Property 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 PropertyEnvironmental Reports or otherwise disclosed to and approved by Lender in writing.

Leases. The Property is not subject Borrowers have delivered to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto Agent true and made a part hereof. Borrower is the sole owner complete copies of landlord’s interest in the Leases and any applicable Permitted Encumbrancesamendments thereto relating to each Collateral Property required to be delivered as a part of the Eligible Real Estate Qualification Documents as of the date hereof. No Person has any possessory interest An accurate and complete Rent Roll in all material respects as of the date of inclusion of each 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 previously delivered to Agent as described in the preceding sentence constitute as of the Leases. The current Leases are date thereof the sole material agreements relating to leasing or licensing of space at such Collateral Property and in full force and effect and, to Borrower’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 Building relating thereto. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All work tenant under any Lease is entitled to be performed by Borrower 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 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 Borrowers and the Subsidiary Guarantors, 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. Borrower knows of no 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion the 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyLease.

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 the Rent Roll attached as Schedule I attached hereto and made a part hereof. Borrower hereof and the Hotel Operating Lease, (b) Hotel Owner is the sole owner and lessor of landlord’s interest in the Leases Hotel Operating Lease and any applicable Permitted Encumbrances. No Hotel Operator is the lessor under all other Leases, (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, 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 (e) 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 , (f) 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 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 still in effect. No Tenant under any Lease , (h) no tenant listed on 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. No Tenant , (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 Property 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 PropertyImprovements except for rights expressly set forth in the applicable Lease.

Leases. The Property is not subject to any Leases other than the Prime Lease, the Operating Lease and the Leases described in the Rent Roll attached certified rent roll delivered in connection with the origination of the Loan. Such certified rent roll is true, complete and correct in all material respects as Schedule I hereto and made a part hereof. Borrower is of the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrancesdate 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, and to the Best of Mezzanine Borrower’s knowledgeKnowledge, 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. 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 work , except as disclosed in the Tenant estoppel certificates delivered to be performed by Borrower under each Lease has been performed as required Mezzanine Lender in such Lease and has been accepted by connection with 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion will be outstanding following the funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premisesother than those being assigned to Mortgage Lender 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 Property property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.

Leases. The Property is not subject Loan Parties have delivered to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto Agent true and made a part hereof. Borrower is the sole owner complete copies of landlord’s interest in the Leases and any applicable Permitted Encumbrancesamendments thereto relating to each Collateral Property required to be delivered as a part of the Eligible Real Estate Qualification Documents as of the date hereof. No Person has any possessory interest An accurate and complete Rent Roll in all material respects as of the date of inclusion of each 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 previously delivered to Agent as described in the preceding sentence constitute as of the Leases. The current Leases are date thereof the sole material agreements relating to leasing or licensing of space at such Collateral Property and in full force and effect and, to Borrower’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 Building relating thereto. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All work tenant under any Lease is entitled to be performed by Borrower 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 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion the 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyLease.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached certified rent roll delivered in connection with the origination of the Loan. Such certified rent roll is true, complete and correct in all material respects as Schedule I hereto and made a part hereof. Borrower is of the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrancesdate 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, and to the Best of Borrower’s knowledgeKnowledge, 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. 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 work , except as disclosed in the Tenant estoppel certificates delivered to be performed by Borrower under each Lease has been performed as required Lender in such Lease and has been accepted by connection with 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion will be outstanding following the funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premisesother than those being assigned to Lender 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 Property property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.

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 Rent Roll attached Borrower at the Mortgaged Properties as Schedule I hereto of the date hereof and made a part hereof. Borrower is the sole owner (ii) true, correct and complete copies of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest amendments or other agreements thereto relating to the Mortgaged Properties as of the date of inclusion of the Mortgaged Property in the Property or right to occupy the same except under Collateral. An accurate and pursuant complete Rent Roll and summary thereof in a form reasonably satisfactory to the provisions Agent as of the Leasesdate 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 current Leases are 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 full force and effect and, to Borrower’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 thereunderBuilding relating thereto. The copies Each of the Leases was entered into as the result of arms-length negotiation and has not been modified, changed, altered, assigned, supplemented or amended in any respect, except as set forth in a separate written certification delivered to Lender are true and completeAgent prior to the acceptance of such Mortgaged Property as Collateral, 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 work tenant is entitled to be performed by Borrower 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 payments, credit, reduction or 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 Agent prior to the acceptance of such Mortgaged Property as Collateral. There are no occupancies, rights, privileges or licenses in or to the Mortgaged Property or portion thereof other than pursuant to the Leases reflected in Rent Rolls previously furnished to the Agent for the Mortgaged Property. Except as set forth in a separate written certification delivered to Agent prior to the acceptance of such Mortgaged Property as Collateral, (a) the Leases reflected in the 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 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 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion of the premises demised therebyLeases, and (b) no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. 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 Property 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 Propertyseparate 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 There are no occupancy agreements, leases, lettings or tenancies in effect to which Seller is a party that will affect the Real Property is not subject to any Leases other than after Closing, except the Leases described with tenants listed on the rent roll (the “Rent Roll”) attached hereto as Exhibit O. To Seller’s Knowledge, the Rent Roll is true, correct and complete in all material respects and sets forth the amount of any tenant security deposits and letters of credit held by Seller, and any guaranties in favor of Seller, in connection with the Leases. To Seller’s Knowledge, copies of the Leases that are true, correct and complete in all material respects, including all amendments, renewals, modifications, guaranties and assignments thereof, have been delivered to Buyer. To Seller’s Knowledge, neither the tenants of the Property nor any other person has any right, option or agreement to purchase the Property, including purchase options or rights of first refusal to purchase the Property or any portion thereof. With respect to each tenant at the Real Property, except as set forth in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower Roll: (i) to Seller’s Knowledge, (1) such tenant's Lease is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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, and (2) no default beyond any applicable notice and cure periods under the Lease exists thereunder; (ii) Seller has not sent to Borroweror received from any tenant a written notice of default under such tenant’s knowledge, there are Lease which has not been cured or waived; (iii) no defaults thereunder by either party rent not yet due 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) payable under such tenant's lease has been paid more than one (1) month in advance of its due date. All ; (iv) such tenant has not asserted in writing, nor, to Seller’s Knowledge, has such tenant threatened to assert, any claim of offset or other defense in respect of its or the landlord's obligations under its Lease; and (v) except as set forth on Exhibit O, to Seller’s Knowledge, (1) all work required to be performed by Borrower under each Lease has been performed Seller or GCI, as required in such Lease landlord, pursuant to the Leases and has been accepted by the applicable Tenant, and any payments(2) all tenant improvement allowances, free rent, partial rent, rebate of rent or abatements and other payments, credits, allowances or abatements concessions required to be given paid by Borrower Seller or GCI, as landlord, pursuant to any Tenant has already been received by such Tenant. There the Leases, has been no performed or paid, or will be performed or paid, prior saleto Closing and, transfer if not so performed or assignmentpaid, hypothecation or pledge of any Lease or of the Rents received therein which is still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant will be credited to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyBuyer at Closing.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower Seller is the sole owner lessor or landlord or the successor lessor or landlord under the Leases. Seller has delivered to Purchaser true, correct and complete copies of landlord’s interest in all of the Leases and any applicable Permitted Encumbrancesguaranties thereof. No Person has any possessory interest 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 knowledgeLease 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. 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 work to be performed by Borrower 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 to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge termination of any Lease or prior to Closing by reason of the Rents received therein which is still tenant's default shall not affect the obligations of Purchaser under this Agreement in effect. No Tenant under any Lease has assigned its Lease manner or sublet all entitle Purchaser to an abatement of or credit against the Purchase Price or give rise to any portion of other claim on the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property 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 Propertythis Agreement.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I attached hereto and made a part hereof. Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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, 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 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 still in effect. No Tenant under any Lease tenant listed on 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. 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 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 PropertyImprovements.

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 Leases described in the Rent Roll attached as Schedule I hereto Property to which any Seller is a party; full, true and made a part hereof. Borrower is the sole owner complete copies of landlord’s interest in the all Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in the Property all amendments and guarantees relating thereto have heretofore been delivered to Buyer (or right made available to occupy the same except under and pursuant to the provisions Buyer as part of the LeasesDocuments). The current Leases are To Seller's knowledge, each Lease is in full force and effect andeffect, and except as shown on Exhibit L, to Borrower’s Seller's knowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time rent or the giving of notice, or both, would constitute defaults thereunder. The copies of other amounts payable under the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto. No Rent is more than one (including security deposits1) month in arrears or 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 work to be performed by Borrower under each Lease has been performed as required in such Lease and has been accepted all security deposits (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 still to be repaid by Seller and released as of the Closing. Except as described 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 effect. No Tenant the nature of tenant improvement costs for space currently being leased under any Lease has assigned its Lease or sublet all or any portion 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 demised therebycurrently being leased under any such Leases, no in any such case which may hereafter be payable under or with respect to the Leases (and excluding, in any event any such Tenant holds its leased premises Inducement Costs which may arise in connection with expansions or lease renewals/extensions hereafter occurring under assignment or sublease, nor does anyone except with respect to any such Tenant occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises Leases) are a part. No Tenant under any Lease has any right or option for additional space identified in the PropertyExhibit L hereto.

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 Rent Roll attached as Schedule I hereto and made a part hereof3.3.8. Borrower Each applicable Mortgagor is the sole owner and lessor of landlord’s interest in the Leases with respect to each Mortgaged Property, and any each applicable Permitted EncumbrancesBorrower 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, 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 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 in such Lease 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 still in effect, other than by a Mortgagor to the applicable Borrower Entity. No Tenant under any Lease listed on 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. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyImprovements.

Leases. The To Borrower’s actual knowledge, (a) the Property is not subject to any Leases other than the Leases described in the Rent Roll Schedule III attached as Schedule I hereto and made a part hereof. , (b) Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No Leases, (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 effect. To Borrower’s actual 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 (including security deposits) has been paid more than one (1) month in advance of its due date. All , 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 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 still in effect. No Tenant under any Lease To Borrower’s actual knowledge, except as set forth on Schedule III, no tenant listed on 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. No Tenant , and no tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property 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 PropertyImprovements.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll certified rent roll attached hereto as Schedule I hereto X and made a part hereof. Such certified rent roll is true, complete and correct in all material respects as of the date set forth therein. Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 there are no material defaults thereunder by Borrower or, to Borrower’s knowledge, 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 thereunder. The copies of the Leases delivered thereunder by Borrower or, to Lender are true and completeBorrower’s knowledge, and there are no oral agreements with respect any other party thereto. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All work , except as disclosed in the Tenant estoppel certificates delivered to be performed by Borrower under each Lease has been performed as required Lender in such Lease and has been accepted by connection with 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion will be outstanding following the funding of the premises demised therebyLoan, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premisesother than those being assigned to Lender 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 Property property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.

Leases. The Property is not subject to any Borrower has delivered a true, correct and complete schedule (the “Rent Roll”) of all Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in affecting the Property or right to occupy the same except under and pursuant to the provisions as of the Leases. The current Leases are date hereof, which accurately and completely sets forth in full force and effect andall material respects for each such Lease, to Borrower’s knowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or following: the giving of notice, or both, would constitute defaults thereunder. The copies name of the Leases delivered to Lender are true and completeTenant, and there are no oral agreements with respect thereto. No Rent (including security deposits) has been paid the Lease expiration date, the base rent payable, the amount of any rent prepaid more than one (1) month in advance of its due date. All work to be performed by Borrower under each Lease has been performed as required in such Lease and has been accepted by advance, the applicable Tenant, security deposit held thereunder and any paymentsother material provisions of such Lease. Upon Lender’s written request, free rentBorrower shall provide true, partial rentcorrect and complete copies of all Leases described in the Rent Roll. Each Lease constitutes the legal, rebate valid and binding obligation of rent Borrower and, to the best of Borrower’s knowledge and belief, is enforceable against the Tenant thereof. No default exists, or other paymentswith the passing of time or the giving of notice or both would exist, 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 under any Lease which would, in the aggregate, have a material adverse effect on Borrower or of the Rents received therein which is still Property. Except as set forth in effect. No the Rent Roll, no Tenant under any Lease has assigned its 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 a separate segregated account or as otherwise required by applicable law. No Lease provides any party with the right to obtain a lien or sublet 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 the laws of the state in which the Premises is located. 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 occupy such leased premises. No Tenant under any Lease has Property as a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertyhomestead.

Leases. The Property is not subject to any Leases leases other than the Leases described in the Rent Roll rent roll attached hereto as Schedule I hereto and made a part hereof, which rent roll is true, complete and accurate in all respects as of the Closing Date. Mortgage Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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, 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 Mortgage Borrower in accordance with applicable law. All work to be performed by Mortgage Borrower 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 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 still in effectoutstanding. No Tenant under any Lease listed on 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. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property 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 PropertyImprovements.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I attached hereto and made a part hereof. Mortgage Borrower is the sole owner of the landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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, 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 excluding security deposits) has been paid more than one (1) month in advance of its due date. All work to be performed by 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 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 still in effect. No Tenant under any Lease Except as provided in Schedule I attached hereto, no tenant listed on 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. 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 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 PropertyImprovements.

Leases. The Property is not subject Borrower has delivered to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner Agent true copies of landlord’s interest in the Leases and any applicable Permitted Encumbrancesamendments thereto relating to the Mortgaged Property. No Person has any possessory interest 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 or right to occupy the same except under and pursuant has been provided to the provisions Agent. The Leases previously delivered to Agent as described in the preceding sentence constitute as of the Leases. The current Leases are date thereof the sole agreements between Borrower or any predecessor of Borrower and the tenants relating to leasing or licensing of space at the Mortgaged Property and in full force and effect and, to Borrower’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 Building relating thereto. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All work tenant under any Lease is entitled to be performed by Borrower 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 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 hereof, 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, Borrower has not 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 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 Leases, and to the best of the knowledge and belief of Borrower, there is still in effectno basis for any such claim or notice of default 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 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyLease.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant delivered to the provisions of the Leases. The current Leases are in full force and effect and, to Borrower’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 Agent true copies of the Leases relating to each Mortgaged Property required to be delivered to Lender are true as a part of the Eligible Real Estate Qualification Documents as of the date hereof. An accurate and complete, complete Rent Roll and there are no oral agreements Lease Summary as of the date of inclusion of each 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 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 Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All work Major Tenant is entitled to be performed by Borrower 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 payments, credit, offset or deduction in rent, including, without limitation, lease support payments or lease buy-outs, except as reflected in 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 neither the Borrower nor any Guarantor 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 by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein 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. No property other than the Mortgaged Property which is still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion the 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyLease.

Leases. (a) The Property is Properties are not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I attached hereto and made a part hereof, including, without limitation, the Master Leases. Either Tower Mortgage Borrower or Garage Mortgage Borrower is the sole owner and holder of landlord’s interest in each Lease affecting the Leases and Properties or any applicable Permitted Encumbrances. 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, 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 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 still in effect. No Tenant under any Lease tenant listed on 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. 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 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 PropertyImprovements.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached certified rent roll delivered in connection with the origination of the Loan and the Air Rights Lease. Such certified rent roll is true, complete and correct in all material respects as Schedule I hereto and made a part hereof. Borrower is of the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrancesdate 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, and to Mezzanine Borrower’s '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. 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 work , except as disclosed in the Tenant estoppel certificates delivered to be performed by Borrower under each Lease has been performed Mezzanine Lender in connection with the closing of the Loan and as required otherwise set forth 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 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion will be outstanding following the funding of the premises demised therebyLoan, other than those being assigned to Mezzanine Lender concurrently herewith. Other than the right to purchase the Air Rights Parcel as contained in the Air Rights Lease, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.

Leases. (a) The Property is Properties are not subject to any Leases other than the Leases described in the Rent Roll Schedule 4.1.26(A) attached as Schedule I hereto and made a part hereof. Mortgage Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 4.1.26(B) hereof, the current Leases are in full force and effect and, to Borrower’s knowledge, there are no defaults thereunder by either party and Mortgage Borrower or, to the best of Pledgor’s knowledge, any tenant under any Lease, and, to the best of Pledgor’s knowledge, 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 theretounder any Lease. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All There are no offsets or defenses to the payment of any portion of the Rents. Except as otherwise set forth on Schedule 4.1.26(B) hereof, all work to be performed by 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 Mortgage 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 still in effect. No Tenant Except as described on Schedule 4.1.26, no 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. No Tenant Except as otherwise set forth on Schedule 4.1.26(B) hereof, no tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property leased premises or the building of which the leased premises are a part. No Tenant Except as otherwise set forth on Schedule 4.1.26(B) hereof, no tenant under any Lease has any right or option for additional space in the PropertyImprovements. 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 Pledgor 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. (b) Lender shall have all of the rights against lessees of each Individual Property located in the State of New York set forth in Section 291-1 of the Real Property Law of New York.

Leases. The To Borrower's best knowledge the rent roll attached hereto as Schedule 3 together with the schedules and the exhibits attached to such rent roll (collectively, the "Rent Roll") is true, complete and correct and the Property is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrancesexisting subleases thereunder and the Master Lease. No To Borrower's best 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 LeasesLeases (and any existing subleases thereunder) and the Master Lease. The current As of the date hereof (i) Borrower is the owner and holder of the landlord's interest under each Lease; (ii) there are no prior assignments of the landlord's interest by Borrower (and to Borrower's knowledge any prior landlord) in any Lease or any portion of Rents which are presently outstanding and have priority over the Assignment of Leases are and Rents (the "Assignment of Leases and Rents"), dated the date hereof, given by Borrower to Lender and intended to be duly recorded; (iii) true and correct copies of the Leases have been delivered by Borrower to Lender or made available to Lender and, to Borrower's knowledge, the Leases have not been further modified or amended, except as disclosed to Lender in writing on or prior to the date hereof; (iv) to Borrower's best knowledge, each Lease is in full force and effect andeffect; (v) to Borrower's best knowledge, except as disclosed on the Rent Roll or in any tenant estoppels delivered to Lender in connection with the Loan (collectively, the "Tenant Estoppels"), neither Borrower nor, to Borrower’s 's knowledge, there are any tenant under any Lease is in default under any of the material terms, covenants or provisions of the Lease, and, except as disclosed to Lender in writing or in any Tenant Estoppels, Borrower knows of no defaults thereunder by either party and there are no conditions thatevent which, with but for the passage of time or the giving of notice, notice or both, would constitute defaults thereunder. The copies an event of default under any Lease; (vi) to Borrower's best knowledge, except as expressly set forth in the Leases delivered to Lender are true and completeLeases, and the Tenant Estoppels or on the Rent Roll, there are no oral agreements offsets or defenses to the payment of any portion of the Rents; and (vii) to Borrower's best knowledge, except as disclosed on the Rent Roll or in any Tenant Estoppel, all Rents due and payable under each Lease have been paid in full and, except for estimated payments of operating expenses and taxes made by tenants in accordance with respect thereto. No Rent (including security deposits) has their Leases, no Rents have been paid more than one one (1) month in advance of its the due datedates thereof. All work to be performed by Borrower under each Lease has been performed as required in such Lease and has been accepted For purposes of the preceding sentence, the term "Lease" shall exclude subleases including the subleases of space covered 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 still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyMaster Lease.

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 Rent Roll attached Borrower at the Collateral Property as Schedule I hereto of the date hereof and made a part hereof. Borrower is the sole owner (ii) true, correct and complete copies of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest amendments or other agreements thereto relating to the Collateral Property as of the date of inclusion of the Collateral Property in the Property or right to occupy the same except under Collateral. An accurate and pursuant complete Rent Roll and summary thereof in a form reasonably satisfactory to the provisions Agent as of the Leasesdate of inclusion of the Collateral Property in the Collateral with respect to all Leases of any portion of the Collateral Property has been provided to the Agent. The current Leases are 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 Collateral Property and in full force and effect and, to Borrower’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 thereunderBuilding relating thereto. The copies Each of the Leases was entered into as the result of arms-length negotiation and has not been modified, changed, altered, assigned, supplemented or amended in any respect, except as set forth in a separate written certification delivered to Lender are true and completeAgent prior to the acceptance of such Collateral Property as Collateral, 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 work tenant is entitled to be performed by Borrower 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 payments, credit, reduction or 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 Agent prior to the acceptance of such Collateral Property as Collateral. There are no occupancies, rights, privileges or licenses in or to the Collateral Property or portion thereof other than pursuant to the Leases reflected in Rent Rolls previously furnished to the Agent for the Collateral Property. Except as set forth in a separate written certification delivered to Agent prior to the acceptance of such Collateral Property as Collateral, (a) the Leases reflected in the 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 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 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion of the premises demised therebyLeases, and (b) no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. 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 Property 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 Propertyseparate 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 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 Rent Roll attached estoppel letters to Lender or as set forth on Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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, knowledge and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of noticeBorrower, or bothto the knowledge of Borrower, would constitute defaults thereunder. The any Tenant, (c) the copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto. No , (d) except as otherwise disclosed on Schedule I, no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All work to be performed by Borrower under each Lease has been performed , (e) except as required in such Lease 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 still in effect. No except to Lender, (i) no Tenant under any Lease 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; and (j) except as otherwise disclosed on Schedule I, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. 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 Property stated term of such Lease. For purposes hereof, the term “Lease” shall not include any sublease or 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 Propertyparty.

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 Rent Roll attached as Leases identified on Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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, and there are no defaults thereunder by either party and there are no conditions thatexcept as otherwise set forth in an estoppel certificate executed by the applicable Tenant delivered to Lender prior to the date hereof, with (c) 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 completecomplete in all material respects, and there are no oral agreements with respect thereto. No thereto except as otherwise set forth in an estoppel certificate executed by the applicable Tenant delivered to Lender prior to the date hereof, (d) no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All date except as otherwise set forth in an estoppel certificate executed by the applicable 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 in such Lease 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 still in effect. No except to Lender; (k) no Tenant under any Lease 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 sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease which right of first refusal has a right or option been waived by Stop and Shop pursuant to such that certain Notice of Waiver of Right of First Refusal dated October 28, 2004); (l) no Tenant has the right to terminate its Lease or otherwise prior to purchase all or any part expiration of the Property stated term of which such Lease; and (m) all existing Leases are subordinate to the leased premises are Mortgage either pursuant to their terms or a part. No Tenant under any Lease has any right recordable subordination agreement delivered concurrently herewith, or option for additional space in the Propertydelivered hereafter as approved by Lender.

Leases. The Schedule 3.9 sets forth a copy of the most recent rent roll for each Real Property (each, a “Rent Roll”), which Rent Roll, to such Seller’s Knowledge, is not subject to any Leases other than true and correct in all material respects as of the Leases described date of such Rent Roll. Except as noted in the Rent Roll attached as Schedule I hereto Roll, (i) all rent and made a part hereof. Borrower is the sole owner of landlord’s interest in other charges due under the Leases have been paid and any applicable Permitted Encumbrances. No Person has any possessory interest in the Property 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 effect 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 knowledgeBuyers, 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. The True, correct and complete copies of the Leases delivered (including, without limitation, all amendments, modifications, supplements, restatements and guarantees thereof) have been made available by Sellers to Lender are true Buyers. (a) Schedule 3.9 sets forth a true, correct and completecomplete list of all Leases. Other than the Leases on Schedule 3.9, the ACS Lease (which shall be terminated prior to Closing) and the License Agreements (including those on Schedule 3.10), there are no oral leases, rental agreements, licenses or other occupancy agreements (or other agreements modifying or supplementing the foregoing) granted by Sellers with respect thereto. No Rent to any Real Property. (including b) Schedule 3.9 sets forth a true, correct and complete list of all security depositsdeposits (and indicates whether cash or non-cash (i.e. letters of credit)) has been paid more than one (1) month in advance of or deposited by a Tenant pursuant to its due dateLease. All work Tenant security deposits that are required to be performed by Borrower under each deposited in escrow pursuant to any Lease has have been performed as required in such Lease so deposited and has been accepted are being held by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent Seller or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already have been received applied by such Tenant. There has been no prior saleSeller in accordance with each Lease and all applicable Laws. (c) Schedule 3.9 sets forth a true, transfer correct and complete list of all unpaid tenant allowances, other tenant incentives, brokerage commissions, and/or leasing fees owed or assignment, hypothecation or pledge of that could come due under any Lease or of the Rents received therein which is still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyLeases.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I attached hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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 and, except as may have been reflected in any tenant estoppel certificates delivered to Borrower’s knowledgeLender 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 thereunder. The copies thereunder on the part of Borrower or to Borrower's knowledge, on the Leases delivered to Lender are true and complete, and there are no oral agreements with respect theretopart of any tenant. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All Except as disclosed in the tenant estoppels or disclosed in Schedule I, 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 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 still therein. To Borrower's knowledge, except as disclosed in effect. No Tenant under any Lease the tenant estoppels or disclosed in Schedule I, no tenant listed on 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. No Tenant Except as disclosed in the tenant estoppels or disclosed in 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 Property 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 Propertycompliance with law. Schedule I attached hereto is true and complete in all material respects.

Leases. (a) 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 the Rent Roll attached as Schedule I hereto and made a part hereof. I. Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 . (b) With respect to residential Leases, except as set forth on the rent rolls attached hereto as Schedule I: (i) the Leases are in full force and effect and there are no material defaults thereunder by either party beyond any applicable notice or cure period, and, to Borrower’s knowledgeKnowledge, there are no defaults thereunder by either party and except for certain rent arrearages which have been disclosed to Agent as of the date of this Agreement, there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The , (ii) the copies of the Leases delivered to Lender Agent are true and complete, and and, to Borrower’s Knowledge, there are no oral agreements with respect thereto. No , (iii) no Rent (including security depositsdeposits but not including last month’s rent) has been paid more than one (1) month in advance of its due date. 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 Tenant, and (iv) 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, (v) Borrower has delivered to Agent 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 Borrower in accordance with the terms of the applicable Lease and applicable Legal Requirements, (vi) to Borrower’s Knowledge, each Tenant under a Major Lease is free from bankruptcy or reorganization proceedings, and (vii) there are no brokerage fees or commissions due and payable in connection with the leasing of space at any Property, except as has been previously disclosed to Agent 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 Agent in writing. (c) With respect to non-residential Leases, except as set forth on the rent rolls attached hereto as Schedule I: (i) the Leases are in full force and 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, (ii) the copies of the Leases delivered to Agent are true and complete, and there are no oral agreements with respect thereto, (iii) no Rent (including security deposits) has been paid more than one (1) month in advance of its due date, (iv) all work to be performed by Borrower under any Lease has been performed as required and has been accepted by the applicable Tenant, (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, (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) Borrower has delivered to Agent 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 Borrower 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 Tenant under any Lease (or any sublease) is an Affiliate of Borrower, (x) the Tenants under the Leases are open for business and paying full, unabated rent and no Tenant has informed Borrower in writing that it intends 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, except as has been previously disclosed to Agent 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 Agent in writing, (xii) no Tenant under any Lease has any right or option for additional space in the Improvements and (xiii) to Borrower’s Knowledge, no Tenant has assigned its Lease or sublet all or any portion of the premises demised thereby, and no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is still in effect. No Tenant under any Lease 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 occupy such leased premises. . (d) No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property 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 Property.

Leases. The Property rent roll, which is not subject to any Leases other than the Leases described included as part of Seller’s Deliveries, is a true, correct and complete in the Rent Roll attached as Schedule I hereto all material respects and made sets forth a part hereof. Borrower is the sole owner list of landlord’s interest in the Leases and Tenants, including, but not limited to, the description, by agreement and document name and date, of each Lease, together with any applicable Permitted Encumbrancesamendments, assignments and other documents with respect thereto. No Person The rent roll includes an addendum describing, with respect to each Lease, the amount of any Leasing Commissions owing, the amount of any advance or prepaid rentals which have not accrued, any rental holidays which have not expired and other Tenant Inducement Costs granted to any Tenant which have not been fully utilized, if any. All of the information on the rent roll, including the description of the leased premises, the rent and other charges payable by Tenants, the terms and options to renew, and the Security Deposits, also is true, correct and complete in all material respects. 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 except as otherwise disclosed by Seller to Buyer. Seller is the “Landlord” or “Lessor” under the Leases and has any possessory interest in the Property or right full power and authority to occupy assign the same except under and pursuant to Buyer. Seller has not received written notice of any uncured event of default with respect to the provisions performance of any of its obligations under the Leases. The current Each of the Leases are is in full force and effect andand there is no monetary or non-monetary default under any Lease by either the landlord or the tenant thereunder, nor, to Borrowerthe best of Seller’s knowledge, there are no defaults thereunder by either party and there are no conditions that, 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. The copies No valid claims or rights of the Leases delivered to Lender are true and complete, and there are no oral agreements offset exist with respect theretoto the Leases. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. 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 TenantLeasing Commissions, and any payments, 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 (provided, however, if a Lease is renewed a commission may be due), nor does there exist any commission, compensation or other amount which is still in effect. No Tenant may become payable to any broker or other agent under any agreement or understanding in connection with any Lease or renewal thereof, or any options thereunder. Seller has assigned not received written notice from any Tenants indicating the intention of such Tenants 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 interest therein. All of the work (including all tenant improvements) to be constructed and installed by Seller, as the landlord, in the leased premises located on the portion of the premises demised thereby, no Property owned by such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right or option Seller and pursuant to such Lease the Leases is complete and fully paid for and/or will be complete and fully paid for on or otherwise before the Closing or if not an appropriate credit will be given to purchase all or any part Buyer at the time of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyClosing.

Leases. The Property is not subject There are no leases, licenses or other agreements granting to any Leases party any tenancy, license or right to use or occupy any portion of the Real Property other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant (or, to the provisions Knowledge of Seller, subleases, licenses, tenancies or other possession or occupancy agreements entered into by the tenants under Leases). Seller has made available to the Purchasers true, correct and complete copies of each of the Leases. The current Leases are Except as set forth on Section 15(x) of the Seller Disclosure Letter, (i) each Lease is in full force and effect and constitutes valid, legal and binding obligations of the applicable Selling Entity and/or Specified Entity or upon formation of the PropCo Acquired Companies, the applicable PropCo Acquired Company, enforceable in accordance with their terms, subject to general principles of equity and to bankruptcy, insolvency, reorganization, moratorium or other similar laws presently or hereafter in effect affecting the rights of creditors or debtors generally, (ii) neither the applicable Selling Entity nor the applicable Specified Entity nor, upon formation of the PropCo Acquired Companies, the applicable PropCo Acquired Company nor any counterparty under any Lease is in material default and, to Borrower’s knowledgethe Knowledge of Seller, there are no defaults thereunder by either party and there are no conditions that, event has occurred which with notice or the passage of time or the giving of noticetime, or both, would constitute defaults thereunder. The copies of the Leases delivered to Lender are true and completea material default by any tenant under any Lease, and (iii) there are no oral agreements unpaid monetary obligations owed to any tenant or tenant improvement allowances in connection with respect thereto. No Rent the current term of the Tenant Leases (including security depositsincluding, without limitation, the MSG Sphere Lease) has been paid more than one entered into prior to the date hereof, and (1iv) month in advance of its due date. All work to be performed by Borrower under each Lease has been performed as required in such Lease and has been accepted by neither the applicable TenantSelling Entity nor the applicable Specified Entity nor, and upon formation of the PropCo Acquired Companies, the applicable PropCo Acquired Company, has given or received any payments, free rent, partial rent, rebate written notice of rent the intention of any party to terminate 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 not renew any Lease or any assertion in writing of any default, offset, counterclaim or deduction to the Rents received therein which is still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion payment of rent that remains outstanding and, to the premises demised therebySeller’s Knowledge, no such Tenant holds its leased premises under assignment default, or subleaseright of offset, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right counterclaim or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertydeduction exists.

Leases. The Property 3.10.1 Schedule 3.10 hereto is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto an accurate and made a part hereof. Borrower is the sole owner complete list of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in the Property all leases or right to occupy the same except under and rights of occupancy pursuant to which the provisions Company leases or subleases any real property or interest therein or personal property (the "Leases"). A true and correct copy of each Lease has been delivered to Purchaser together with all amendments and modifications thereto, and all subordination, non-disturbance and/or attornment agreements related thereto, and no changes have been made thereto since the Leasesdate of delivery. The current Leases are Each Lease is valid and in full force and effect effect. There are no existing defaults under any provision of any Lease, and no event has occurred which (with or without notice, lapse of time or both) would constitute a default thereunder. 3.10.2 The Company is in actual possession of the properties demised under the Leases and, except as shown on Schedule 3.10, has good and indefeasible title to the leasehold estates conveyed under the Leases free and clear of all title defects or objections, mortgages, liens, claims, charges, security interests or other encumbrances of any nature whatsoever, and are not, in the case of the properties demised under the Leases, to the knowledge of Seller, subject to any rights of way, building use restrictions, exceptions, variances, reservations or limitations of any nature whatsoever except, (i) liens shown on the Unaudited Balance Sheet as securing specific liabilities or obligations or other matters with respect to which no default exists, and (ii) liens for taxes not yet due and payable. No portion of any of the improvements erected by and under the direction of the Company on the properties demised under the Leases encroach on adjoining property or public streets and, to Borrower’s knowledgethe knowledge of the Company, there are no defaults thereunder by either party and there are no conditions that, with portion of any of the passage of time or properties demised under the giving of noticeLeases are, or bothhave been, would constitute defaults thereunder. subjected to a special ad valorem tax valuation such that a change in ownership or use (whether now existing or in the future) has caused or will cause additional ad valorem taxes to be imposed upon the properties demised under the Leases. 3.10.3 The copies of basic rent and all additional rent payable under the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto. No Rent (including security deposits) has have been paid more than one (1) month in advance of its due to date. All To the knowledge of Seller, except as set forth on Schedule 3.10, all work required to be performed under the Leases by Borrower under each Lease the landlord thereunder or by the Company has been performed as required in and to the extent that the Company is responsible for payment of such Lease and work, has been accepted by fully paid for, whether directly to the applicable Tenant, and any payments, free rent, partial rent, rebate of rent contractor performing such work or other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenant. landlord as reimbursement therefor except for items which the Company is disputing in good faith. 3.10.4 There has have been no prior sale, transfer or assignment, hypothecation or pledge casualties which could result in the termination of any Lease or the application of the Rents received therein which is still any buy-out provisions contained in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant relative to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertydamage by casualty.

Leases. The rent roll delivered by Seller to Buyer attached hereto as Exhibit 6.07 is true, correct and accurate as of the date thereof. There are no leases affecting the Property is not subject to any Leases other than the Leases described in listed on the Rent Roll attached as Schedule I hereto and made a part hereofrent roll. Borrower is the sole owner Each of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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 is in full force and effect andand has not been further modified or amended except as otherwise disclosed by Seller to Buyer in writing. There are no written or oral promises undertakings, or agreements between Seller and any tenant that have not been disclosed by Seller as part of Seller's Information provided by Seller to Borrower’s Buyer, except as set forth in the Leases. To Seller's actual knowledge, there are no defaults thereunder by either any party to the Leases or any defenses, setoffs, or counterclaims for the benefit of the tenants under the Leases and no rent has been prepaid nor concessions given to the tenants under the Leases except as disclosed in the Leases. To Seller's actual knowledge, no tenant of the Property is the subject of a bankruptcy or insolvency proceeding. To Seller’s actual knowledge, there are no conditions thatcurrently existing facts which, with the passage giving of time notice or the giving lapse of noticetime, or both, would constitute defaults thereundera default by Seller or any tenant under the Leases, or which has given rise to a current dispute between Seller and any tenant under the Leases. The copies No Lease is presently in arbitration or litigation, and no tenant, as of the date hereof has any charge, lien or offset under its Lease or otherwise against the rent or other charges due or to become due under such tenant’s Lease. Seller, to its actual knowledge, is in full compliance with all of its obligations under the Leases. Except as otherwise provided in Section 11.12 hereof, all tenant improvement allowances due any tenant currently occupying a portion of the Property have been or will be paid in full by Seller. Seller has not released any guarantors of any of the Leases delivered and will not, prior to Lender are true and completeClosing, 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 work release any person or entity having liability under a Lease to be performed by Borrower under each Lease has been performed the Seller 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 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 still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertylessor therein.

Leases. The Property is not subject to any Leases other than the Leases described in on the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in Exhibit F comprise all the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in the Property or right presently existing and, to occupy the same except under and pursuant to the provisions of the Leases. The current Leases are Seller’s best knowledge, each is in full force and effect and, to Borrower’s knowledge, there are effect; no defaults thereunder by either party and there are Lease has been modified or supplemented except (if at all) as set forth on Exhibit F; 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) rent has been paid more than one (1) month in advance by any tenant, and, to Seller’s best knowledge, no tenant is entitled to any defense, credit, allowance or offset against rental; to Seller’s best knowledge, the information set forth in Exhibit F is true, correct, and complete. To Seller’s knowledge, there is no default of its due date. All either landlord or tenant under any of the Leases, and no state of facts which with notice and/or the passage of time would ripen into a default, except as set forth on Exhibit F. There are no persons or entities entitled to possession of the Property other than those listed on Exhibit F. No work or installations is required of Seller except as specified (if at all) in the Leases, and in any case Seller has fully completed all improvements specified in any Lease to be performed by Borrower under each Lease has been performed as required in such Lease the responsibility of the landlord 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 Tenantpaid all tenant improvement costs. There has been are no prior sale, transfer or assignment, hypothecation or pledge of leasing commissions due from Seller nor will any become due in connection with any Lease or the renewal thereof, and no understanding or agreement exists in regard to payment of the Rents received therein which is still in effectany leasing commissions from Seller or fees for future Leases. No Tenant Seller has not granted to any tenant under any Lease has assigned its a Lease or sublet all any other person an option, right of first refusal, 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 occupy such leased premises. No Tenant under any Lease has a other right or option pursuant to such Lease or otherwise to purchase all the Property. In the event any such option, right of first refusal or any part other right to purchase does exist, in writing, on the date hereof, Seller shall deliver to Purchaser a written and recordable instrument signed by the holder thereof, irrevocably and unconditionally waiving, cancelling, terminating and annulling any such option, right of the Property of which the leased premises are a part. No Tenant under any Lease has any right first refusal or option for additional space in the Propertyother right.

Leases. (a) The Property is Properties are not subject to any Leases other than the Leases described in on the Rent Roll attached as Schedule I hereto and made a part hereofII hereto. Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 andand there are no defaults by Borrower or, to Borrower’s knowledge, 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. The copies of To Borrower’s knowledge, all Tenants under the Leases delivered to Lender are true currently in occupancy and completehave not ceased or substantially ceased operations, and there are no oral agreements with respect theretoor otherwise “gone dark”. No Tenant has given notice of intent to cease operations, substantially cease operations or otherwise “go dark.” No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. To Borrower’s knowledge, there are no 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 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 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 still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion of the premises demised therebyExcept as described on Schedule II, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property 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 Environmental Reports. (b) Lender shall have all of the rights against lessees of each Individual Property located in the PropertyState of New York set forth in Section 291-1 of the Real Property Law of New York.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I attached hereto and made a part hereof. Borrower is the sole owner of the landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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, 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 excluding security deposits) has been paid more than one (1) month in advance of its due date. 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 still in effect. No Tenant under any Lease Except as provided in Schedule I attached hereto, no tenant listed on 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. 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 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 PropertyImprovements.

Leases. The Property is not subject to any Leases leases other than the Operating Lease and Leases described in the Rent Roll rent roll attached hereto as Schedule I hereto and made a part hereof, which rent roll, to Borrower’s knowledge, is true, complete and accurate in all material respects as of the Closing Date. Mortgage Borrower is the sole owner and lessor of landlord’s interest in the Leases Leases. To Borrower’s knowledge, (i) with the exception of hotel guests and any applicable Permitted Encumbrances. No 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, there are no defaults thereunder by 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 thereunder. The copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect theretoaggregate have a materially adverse effect. No Rent (including security deposits) has been paid more than one (1) month in advance of its due datedate (except with respect to provision of rooms and banquet and meeting space in the ordinary course of business). All work to be performed by Mortgage Borrower 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 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 still in effectoutstanding. No To Borrower’s knowledge, no Tenant under any Lease listed on 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. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property 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 Propertyuse, 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 (i) Seller has made available to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto Buyer true, correct, and made a part hereof. Borrower is the sole owner complete copies of landlord’s interest in all of the Leases and the Guaranties, together with any applicable Permitted Encumbrances. No Person has and all modifications, amendments and supplements 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, 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 all of the Leases delivered and the Guaranties, all in accordance with the Lease List, (ii) except as disclosed on the Lease List or specifically made known to Lender are true and completeBuyer, 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 work to be performed by Borrower under each Lease has been performed as required in such Lease and has been accepted by the applicable Tenantwriting, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower Seller is not a party to any Tenant has already been received by such Tenant. There has been no prior saleagreement, transfer or assignment, hypothecation or pledge of any Lease nature, granting to any third party any possessory interest, of any nature, in or of the Rents received therein which is still in effect. No Tenant under any Lease has assigned its Lease or sublet all or to any portion of any or all of the premises demised therebyBuildings, (iii) Seller has received no such Tenant holds written notice from Tenants claiming that Seller is currently in default in its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant obligations as landlord under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of Leases which the leased premises are has not been cured except as may be disclosed in a part. No Tenant Estoppel Certificate; (iv) no Tenant is in default in any material monetary obligation under any Lease has any right or option for additional space its Lease, except as expressly disclosed to Buyer in the PropertyA/R Report, as defined below, or in any of the Seller’s Deliveries; and (v) Seller has delivered to Buyer that certain accounts receivable report, prepared by Seller and dated as of August 15, 2005, which report summarizes all outstanding accounts receivable owed to Seller by any and all Tenants as of the date thereof (the “A/R Report”). The A/R Report is accurate, true and complete in all material respects. Prior to Closing, Seller shall deliver to Buyer an updated A/R Report prepared no earlier than five (5) days prior to Closing. Seller hereby covenants and agrees with Buyer that, from and after the Effective Date, Seller shall deliver to Buyer (promptly after Seller’s transmission to the Tenant in question) any and all default notices that Seller sends to any and all of the Tenants with respect to alleged monetary and nonmonetary defaults under their Leases.

Leases. The Property is not subject (a) Prior to the Closing, the Seller shall terminate any Leases and all leases, licenses, contracts, agreements, arrangements, and other than obligations, whether written or oral, relating to the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner use, occupancy, or possession of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in portion of the Property or right and existing as of the Effective Date (“Leases”). (b) The schedule of all Leases is attached to occupy this Agreement as Exhibit 5, and sets forth the same except under and pursuant to names of the provisions tenants, the duration of the Leases. The current Leases are in full force and effect and, to Borrower’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 (including security deposits) has been paid more than one (1) month in advance of its due date. 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 Tenant, and any paymentssecurity deposits held by the Seller. Exhibit 5 is a true, free rentcorrect, partial rentand complete list of all Leases, rebate of rent or and the other payments, credits, allowances or abatements required to be given by Borrower to any Tenant has already been received by such Tenantinformation set forth thereon is accurate and complete. There has been are no prior sale, transfer parties that have any rights of occupancy or assignment, hypothecation or pledge possession of any Lease or of the Rents received therein which is still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion of the premises demised therebyProperty as of the Effective Date, no such Tenant holds its leased premises under assignment except as set forth in Exhibit 5. (c) The Seller shall deliver to the Purchaser true and correct copies of all Leases on or subleasebefore the Effective Date. The Seller represents that each of the Leases is unmodified, in full force and effect, and neither the Seller nor does anyone except such Tenant occupy such leased premisesthe tenant thereunder is in default in any material respect. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase The Seller further represents that all or any of the Leases can be terminated before the Closing, without material default on the part of the Property of which the leased premises are Seller, and that no tenant under a part. No Tenant under any Lease has any right to renew or option for extend the term of its Lease, or any right of first refusal to purchase the Property or lease additional space in the Property. (d) The Seller represents that there are no brokers’ commissions, finders’ fees, or other charges payable or to become payable to any third party on behalf of the Seller as a result of or in connection with any Lease or any transaction related thereto, including, without limitation, any exercised or unexercised option(s) to expand or renew. (e) If the Purchaser elects (or is deemed to have elected) to proceed with the Closing on the Inspection Termination Date (as defined in Section 7.5), the Seller shall give, no later than two (2) business days after the Inspection Termination Date, sufficient written notice to all tenants under the Leases in order to terminate each and every Lease for the Property. All tenants shall vacate, leave, move out of, evacuate, exit, depart from, and remove themselves and their property from the Property before the Closing Date, as specified in Section 9.2. As of the Closing Date, the Seller’s Representations and Warranties are, or will be, true and correct in every material respect. The Seller’s Representations and Warranties, and any document furnished by the Seller in accordance with this Agreement, do not contain any untrue statement of material fact or omit to state a material fact required to be stated or necessary to make any statement therein not misleading. The Seller’s Representations and Warranties shall survive for two (2) years after the Closing Date.

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 Rent Roll attached as on Schedule I hereto and made a part hereofXI. Borrower Either Owner or Operating Lessee is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 effect 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 and 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 work to be performed by Borrower Owner or Operating Lessee under each Lease has been performed as required in such Lease 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 still in effectwill be outstanding following the funding of the Loan (other than to Lender). No Tenant under any Lease tenant listed on 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, guests and invitees occupy such leased premises. 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 Property 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 PropertyImprovements, except as disclosed on Schedule XI.

Leases. The No Individual Property is not subject to any Leases other than the Leases described in the Rent Roll for such Individual Property attached hereto as Schedule I hereto Exhibit C, which Rent Roll for each Individual Property is accurate and made a part complete in all material respects as of the date hereof. Borrower is the sole owner of landlordthe entire lessor’s interest in the Leases and any applicable Permitted Encumbrancesfor each Individual Property. 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 for such Individual Property. The Leases for each Individual Property 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 (including security deposits) have been collected for more than one (1) month in advance. To Borrower’s actual knowledge and except as may be disclosed in any tenant estoppel certificates delivered to Lender or as disclosed on Schedule IV hereto, all work to be performed by Borrower under each Lease for each Individual Property 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. The current Leases for each Individual Property are in full force and effect and, to Borrower’s knowledgeactual knowledge and except as may be disclosed in any tenant estoppel certificates delivered to Lender or as disclosed on Schedule IV hereto, 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 work to be performed by Borrower 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 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 for any Individual Property, other than to Borrower and sales, transfers, assignments, hypothecations or pledges which is still may have been made by the tenants under the Leases. To Borrower’s actual knowledge and except as may be disclosed in effect. No Tenant under any Lease tenant estoppel certificates delivered to Lender or as disclosed on Schedule IV hereto, no tenant listed on Exhibit C 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. No Tenant Except as may be set forth in the Leases, no tenant under any Lease for any Individual Property has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property leased premises or the building of which the leased premises are a part. No Tenant Except as may be set forth in the Leases, no tenant under any Lease for any Individual Property has any right or option for additional space in the PropertyImprovements. To Borrower’s actual knowledge no tenant intends to use its leased premises on any Individual Property for any activity which, directly or indirectly, involves the use, generation, treatment, storage, transportation or Release of any Hazardous Materials in violation of Environmental Law. True and correct copies of all Leases for each Individual Property in existence as of the Closing Date were delivered to Lender prior to the execution of this Agreement.

Leases. The Property is not subject to any Leases other than documents constituting the Leases described that are delivered to Buyer pursuant to Section 2.2 are true, correct and complete copies of all of the Leases affecting the Property, including any and all amendments and guarantees, and all Leases are listed on Appendix 7.1(c). To Seller’s knowledge, no tenant under any Lease has assigned its interest under such Lease or subleased all or any portion of its premises, except as set forth on Appendix 7.1(c) or in the Rent Roll attached as Schedule I hereto and made a part hereofTenant’s Disclosures. Borrower is the sole owner of landlord’s interest in the Except for tenants under Leases and others, if any, claiming by, though or under tenants under the Leases, there are no parties holding any applicable Permitted Encumbrances. No Person has any possessory interest in the Property or right to occupy the same except under Property or any portion thereof. There are no leasing or other fees or commissions due, nor will any become due, in connection with any Lease or any renewal or extension or expansion of any Lease, and pursuant no understanding or agreement to which Seller is a party with any other party exists as to payment of any leasing commissions or fees regarding future leases or as to the provisions procuring of the Leasestenants. The current Leases are in full force and effect andand neither Seller nor, to BorrowerSeller’s best knowledge, any of the tenants are in default. To Seller’s knowledge, no tenants have asserted nor are there are no defaults thereunder by either party any defenses or offsets to rent accruing after the Closing Date. All of the landlord’s obligations to construct tenant improvements or reimburse the tenants for tenant improvements under the Leases have been paid and there are no conditions that, with performed in full and all concessions (other than any unexpired rent abatement set forth in the passage of time or Leases) from the giving of notice, or both, would constitute defaults thereunderlandlord under the Leases have been paid and performed in full. The copies Leases set forth all of the Leases delivered to Lender are true applicable tenant’s rights and complete, and there are no oral agreements obligations with respect theretoto the Property. No Rent (including security deposits) Seller has been paid more than one (1) month in advance of its due date. All work to be performed by Borrower under each Lease has been performed as required in such Lease and has been accepted by not assigned or pledged the applicable Tenant, and any payments, free rent, partial rent, rebate of rent Leases 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 still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertyinterest therein.

Leases. The Property All existing Leases involving any of the Communities are described in Exhibit D, segregated by the particular Community to which such Leases apply. To the best of Contributor's knowledge, each tenant under a Lease is a bona fide tenant in possession or has a right to possession of the premises demised thereunder. Each of the Leases is in effect, was the result of arm's-length negotiation, is (to the best of Contributor's knowledge) not subject to any Leases other than sublease, and has not been assigned (to the Leases best of Contributor's knowledge), modified, amended or rescinded (except as described in Exhibit D and the Rent Roll attached rights of each lessee thereunder are as Schedule I hereto and made a part hereoftenants only. Borrower is the sole owner No such lessee has any ownership interest or option or right of landlord’s first refusal to acquire any ownership interest in the applicable Community or any part thereof, and no such lessee has any right or option to renew or extend the lease term or to lease additional space within the applicable Community or to terminate except as in its Lease provided and as described in Exhibit D. No commissions to any broker or leasing agent are due or shall become due on account of any of the Leases or upon extension or renewal of the original term thereof or upon the leasing of additional space at the applicable Community, whether or not pursuant to an option or other rights contained in such Lease. All obligations of the lessor or landlord under the Leases which are to be performed on or before the Closing Date have been (or shall have been as of the Closing) performed and completed at no cost or expense to MHC. No default exists or is claimed to exist on the part of either the tenant or landlord under any of the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in the Property no event 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, there are no defaults thereunder by either party and there are no conditions thatcondition exists which, with the passage of time or the giving of notice, passage of time or bothboth could constitute such a default, would constitute defaults thereunder. The copies and no right or claim of set-off against rent exists or has been asserted by any tenant under the Leases, except as described in Exhibit D. Exhibit D discloses all security and other deposits made by each of the tenants under the Leases, and no tenant is or was entitled to any rebate or concession which is not disclosed on Exhibit D. Neither Contributor nor any Affiliated Partnership has received any advance payment of rent other than for the current month on account of any of the Leases delivered to Lender are true and complete, and there except as shown in Exhibit D. There are no written or oral leases or tenancies affecting any of the Communities, nor are there any oral agreements with respect thereto. No Rent (including security deposits) has been paid more which modify any of the Leases, other than one (1) month those listed and described in advance Exhibit D. All of its due date. All work to be performed the Leases are assignable by Borrower under each Lease has been performed as required in such Lease and has been accepted by Contributor or the applicable TenantAffiliated Partnership, and any paymentsas landlord, 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 without the consent of the Rents received therein which is still in effect. No Tenant under any Lease has assigned its Lease or sublet all tenant 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertyother party.

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, the Property is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. I, Mortgage Borrower is the sole owner of landlord’s interest in the Leases Leases, and any applicable Permitted Encumbrances. 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 , (b) the Leases identified on Schedule I are in full force and effect and, to Borrower’s knowledge, and there are no material defaults thereunder by either party and there are no conditions thatexcept (i) as provided in any estoppel certificates or similar documents provided to Lender (collectively, with the passage of time or “Estoppels”), (ii) as disclosed in the giving of noticeRent Roll, or both(iii) as otherwise disclosed by Mortgage Borrower to Lender attached hereto as Schedule IV (the “Additional Disclosures”) (collectively, would constitute defaults thereunder. The the Additional Disclosures, the Rent Roll and the Estoppels, the “Lease Disclosures”), (c) the copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with respect thereto. No , (d) except as provided in the Lease Disclosures, no Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All , (e) except as provided in the Lease Disclosures, all work to be performed by Mortgage Borrower under each Lease has been performed as required in such Lease and has been accepted by the applicable Tenant, and (f) 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 , (g) all security deposits are being held in accordance with Legal Requirements (h) except as provided in the Lease Disclosures, neither the landlord nor any Tenant is in default under any of the Leases; (i) except as provided in the Lease Disclosures, 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) Mortgage Borrower has not assigned or pledged any of the Rents received Leases, the rents or any interests therein which is still except to Mortgage Lender; (k) except as provided in effect. No the Lease Disclosures, no Tenant under any Lease 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, Property; and (1) no such Tenant holds has the right to terminate its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right or option pursuant prior to such Lease or otherwise to purchase all or any part expiration of the Property stated term of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertysuch Lease.

Leases. The rent roll attached hereto as Schedule I is true, complete and correct in all material respects (except certain Tenant names on Schedule I may be d/b/a’s) and the Property is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. I. Senior Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 Except as disclosed on Schedule I or in the estoppel certificates delivered to Lender, the Leases identified on Schedule I are in full force and effect and, to Borrower’s knowledge, and there are no material defaults thereunder by either party Senior Borrower, or to the knowledge of Borrower, any Tenant, 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 completecomplete in all material respects, and and, to Borrower’s knowledge, 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 Except as expressly set for on Schedule I (a) all work to be performed by Senior Borrower under each Lease has been performed as required in such Lease and has been accepted by the applicable Tenant, and (b) any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Senior Borrower to any Tenant has already been received by such Tenant, and (c) the Tenants under the Leases have accepted possession of and are in occupancy of all of their respective demised Property (provided, that Tenants such as WeWork Companies Inc. and Regus, that rent space to third parties, shall be deemed to be in occupancy if such Tenants are in possession of the demised premises and the demised space is available to rent to such third parties) 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 any 30 Mezzanine Loan Agreement Individual Property which have not been applied (including accrued interest thereon), all of which are held by Senior Borrower in accordance with the terms of the applicable Lease and applicable Legal Requirements. Each Tenant under a Major Lease is free from bankruptcy or reorganization proceedings. No Tenant under any Lease (or any sublease) is an Affiliate of Borrower or Senior Borrower (other than with respect to the Lease with the Manager). Except as disclosed on Schedule I, 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 previously disclosed to Lender in writing or as disclosed on Schedule I. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein by Senior Borrower (or by any predecessor-in-interest which is binding on Senior Borrower) which is still in effect. No To Borrower’s knowledge, no Tenant under any Lease listed on 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property 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 Property.

Leases. The Property is Except as hereinafter provided, Seller shall not subject cancel, modify or extend (except pursuant to existing renewal options in favor of Tenants) any Leases other than Lease or enter into any new Lease, without Buyer's prior written consent in each instance. During the Leases described in Study Period, Buyer agrees that it shall not unreasonably withhold its consent to a new Lease, provided that the Rent Roll attached as proposed new Lease satisfies the leasing criteria set forth on Schedule I 9 annexed hereto and made a part hereof. Borrower After the Study Period has expired, Seller shall not enter into any new Lease without the prior written consent of Buyer, which consent may be withheld in Buyer's sole and absolute discretion. Notwithstanding the foregoing, Seller may, without Buyer's consent, terminate any Lease under which the Tenant has defaulted beyond the applicable notice and grace period. If Buyer's consent to a new Lease or other transaction is the sole owner of landlord’s interest required under this subparagraph 8.2, but Buyer does not object thereto in the Leases writing within ten (10) days after Buyer has received Seller's request for such consent, then Buyer will be deemed to have given such consent and will confirm such consent in writing upon demand. Any leasing commissions payable in connection with any applicable Permitted Encumbrances. No Person has any possessory interest Lease or extension entered into by Seller 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, there are no defaults thereunder by either party and there are no conditions that, accordance 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 completethis subparagraph 8.2, and there are no oral agreements with respect thereto. No Rent (including security deposits) has been paid more than one (1) month in advance the cost of its due date. 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 Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements improvements required to be given made by Borrower the landlord in the space to any Tenant has already been received by which such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or extension relates, shall be apportioned at Closing between Seller and Buyer according to the relative portions of the Rents received therein which is still in effect. No Tenant under any Lease has assigned its initial term of such Lease or sublet all or extension that fall before and after the Closing. If, in any instance described in the preceding sentence, Seller, as of the Closing Date, shall not have theretofore paid the portion of the premises demised therebyleasing commissions or cost of improvements for which Seller is responsible, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has then Buyer shall be entitled to a right or option pursuant credit against the Cash Portion of the Purchase Price in an amount equal to such Lease or otherwise unpaid portion for which Seller is responsible, and to purchase the extent that the same is so credited, Buyer shall make payment of such portion of such leasing commissions and costs of improvements. Within five (5) Business Days after receipt of a request from Buyer given from time to time, Seller shall deliver to Buyer an updated rent roll for the Building and a then current list of rent arrearages with respect to all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyTenants.

Leases. The Subject Property is was not subject to any Leases as of the date of the rent roll delivered to Lender in connection with the making of the Loan (the "Rent Roll") other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrancestherein. No Person person has any possessory interest in the Subject Property or right to occupy the same except under and pursuant to the provisions of the Leases and any subleases delivered thereunder. The location and size of each leased premises, and the commencement and expiration date of each such Lease and the rent currently payable thereunder is accurately set forth on the Rent Roll. None of such Leases has been assigned, modified, supplemented or amended in any way that would render inaccurate any material information contained in the Rent Roll and, except in connection with the Loan, the Borrower has not assigned, pledged or hypothecated its right, title or interest in, to or under the Lease or of the rentals thereunder. No tenant under any Lease has any right or option to purchase the Subject Property or any portion thereof. Except as may be set forth in the Leases, no tenant under any Lease has any right or option to renew, extend or cancel the Lease. Borrower has satisfied all of the construction and other obligations of a material nature to be performed by Borrower as the landlord under the Leases, and Borrower has made any and all required payments to be made by Borrower as the landlord under the Leases for tenant improvements. There are no "free rent" or other rental concessions under the existing Leases effective during the term of this Agreement. All rental under the Leases has been paid through October 1996, and no rent under the Leases has been paid more than one month in advance. No actions, whether voluntary or involuntary, are pending against any tenant of the Subject Property under the bankruptcy or insolvency laws of the United States or any state or territory of the United States. The current Leases are in full force and effect and, to Borrower’s knowledge, and there are no defaults thereunder by either party and there are no conditions that, which with the passage of time or the giving of notice, or both, and/or notice 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 work to be performed by Borrower 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 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 still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.existing

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll Schedule 6.01Z attached as Schedule I hereto and made a part hereof. Borrower is Issuers are the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 Issuers’ 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 (including security deposits) has been paid more than one (1) month in advance of its due date. All work to be performed prior to the date hereof by Borrower Issuers 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 Issuers 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 still in effect. No Tenant under any Lease To Issuers’ knowledge, no tenant has assigned its Lease or sublet all or any portion of the premises demised thereby, and no such Tenant tenant holds its leased premises under assignment or sublease. To Issuers’ knowledge, nor does anyone except such Tenant occupy such leased premises. 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 Property 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 Property.are

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 the Ground Leases and any matters of record as reflected in the Rent Roll attached Title Commitments, none of Seller, any General Partner, Charlotte Mezz Borrower, Charlotte Mezz General Partner or any Owner has entered into any contract or agreement with respect to the occupancy of the Property or any portion or portions thereof which will be binding on the Owners after the Closing, other than consent and recognition agreements with respect to subleases and customary agreements for utilities, cable, antennae, fiber optic and other similar service providers (collectively, the “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 complete copies of such Service Provider Contracts prior to the Effective Date. Except as Schedule I hereto 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 made a (ii) to Seller’s knowledge, no material default exists on the part hereofof any Tenant under such Leases. Borrower 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 sole owner Owner’s obligations to construct tenant improvements have been performed in full, all of landlordthe Owner’s interest in 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 due under the Leases or any applicable Permitted Encumbrancesseparate leasing commission or brokerage agreements. No Person Tenant has paid any possessory interest in base rent, additional rent or any other amount due under 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, 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 Lease more than one (1) month in advance of its the applicable due date, other than any security deposits (but any advance payment thereof after the Effective Date shall not constitute an Exception Matter if such payment is prorated as provided in Section 7.5 of this Agreement). All work Except as disclosed in writing to be performed the Purchaser prior to the Effective Date, there are no security deposits paid by Borrower under each Lease has been performed as required Tenants, 10 but any application of security deposits in such Lease and has been accepted by accordance with 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 Leases after the Rents received therein which is still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyEffective Date shall not constitute an Exception Matter.

Leases. The Property is not subject leases affecting the owned Real Properties (the "Leases") have been furnished to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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 Flextronics, are in full force and effect andand have not been amended, modified or supplemented in any way that has not been disclosed to Borrower’s knowledgeFlextronics in writing. The Leases constitute all written and oral agreements of any kind for the leasing, rental or occupancy of any portion of the owned Real Properties. Each Real Property Owner has performed and complied with all its obligations under the Leases as and when thereby required, and there exists no fact or circumstance that with or without notice or the passage of time, or both, could constitute a default of the landlord or lessor under any Lease, or entitle any tenant thereunder to offsets or defenses against the prompt, current payment of rent thereunder. Except as expressly disclosed to Flextronics in writing, no rental under any Lease has been collected in advance of the current month, and except as so disclosed to Flextronics in writing, there are no defaults concessions, bonuses, free months' rental, rebates or other matters affecting the rental for any tenant thereunder. The Real Property Owners are the owners of the entire lessors' interests in and to the Leases, and, except as disclosed in the Title Insurance Commitments, none of the Leases or the rentals or other sums payable thereunder by either party and there has been assigned or otherwise encumbered. There are no conditions thatstatutes, laws, rules, regulations or agreements in effect (other than the Leases) which restrict in any way the rental that may be charged to tenants of any portion of the owned Real Properties. Except as disclosed in the Title Insurance Commitments, no tenant under any of the Leases is in default thereunder, nor is there any fact or circumstance that with or without notice or the passage of time or the giving of noticetime, or both, would constitute defaults thereundera default of any tenant under any Lease. The copies of Except as disclosed in the Leases delivered to Lender are true and completeTitle Insurance Commitments, 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 work to be performed by Borrower tenant 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 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 still in effect. No Tenant under any Lease other person or entity has assigned any option to renew its Lease or sublet all lease or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment other right to possess or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under acquire any Lease has a right or option pursuant to such Lease or otherwise to purchase all or interest in any part of the Property of which owned Real Properties. All tenants under the Leases have accepted, and are in actual occupancy of, their leased premises are a partpremises. No Tenant under any Lease has any right or option for additional space Except as disclosed in the PropertyTitle Insurance Commitments, the Real Property Owners have satisfied all of their respective obligations as landlord under the Leases that are conditions to the obligations of the tenants thereunder to pay rent (including, but not limited to, completion of leasehold improvements), and each Real Property Owner as landlord has no obligation continuing after the Closing to perform any maintenance or make any improvements except as set forth in the Leases. Flextronics will have no obligation to pay any commissions or referral fees with respect to any lease or other rental agreement involving the Real Properties that is in effect on the Closing Date.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower (a) Seller is the sole owner of landlord’s interest in lessor or landlord or the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in the Property successor lessor or right to occupy the same except landlord under and pursuant to the provisions of the Leases. The current . (b) To Seller's knowledge, the Leases are in full force and effect andand true, correct and complete copies thereof have been delivered to Purchaser. (c) Except as expressly provided in this Agreement or the Leases, to Borrower’s Seller's knowledge, Seller has no outstanding obligation to provide any tenant with an allowance to construct, or to construct, at its own expense, any tenant improvements. (d) To Seller's knowledge, no tenant under the Leases has filed a petition in bankruptcy or for the approval of a plan of reorganization or management under the Federal Bankruptcy Code or any similar state law or made an admission in writing as to the relief therein provided or otherwise become the subject of any proceeding under any federal or state bankruptcy or insolvency law, or has admitted in writing its inability to pay its debts as they become due or made an assignment for the benefit of creditors, or has petitioned for the appointment of or has had appointed a receiver, trustee or custodian of any of its property. (e) Except as set forth in the Lease Schedule attached hereto as Exhibit 1.1(e), to Seller's knowledge, there are no defaults thereunder other leases or occupancy agreements to which Seller is a party affecting the Property. (f) 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. (g) Except as set forth in the Lease Schedules attached hereto as Exhibit 1.1(e), no tenants have asserted in written notice to Seller any claims, defenses or offsets to rent accruing from and after the date of Closing. (h) Except as set forth in the Lease Schedules attached hereto as Exhibit 1.1(e), to Seller's knowledge, no monetary default and no other material default, delinquency or breach exists on the part of any tenant. (i) Except as set forth in the Lease Schedules attached hereto as Exhibit 1.1(e), there are no conditions thatmaterial defaults or breaches on the part of the landlord under any Lease. (j) 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 passage matters stated in Seller's representations in this Section 5.1.3, the Tenant Estoppel shall control and Seller shall have no liability for any claim based upon a breach of time representation regarding such statement of fact, information or other matter contained in the giving of noticeTenant Estoppel. (k) Notwithstanding anything to the contrary contained in this Agreement, Seller does not represent or both, would constitute defaults thereunder. The copies of warrant that any particular Lease will be in force or effect at Closing or that the tenants under the Leases delivered to Lender are true and completewill have performed their obligations thereunder. (l) Except as otherwise expressly provided in this Agreement, 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 work to be performed by Borrower 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 to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge termination of any Lease or prior to Closing by reason of the Rents received therein which is still tenant's default shall not affect the obligations of Purchaser under this Agreement in effect. No Tenant under any Lease has assigned its Lease manner or sublet all entitle Purchaser to an abatement of or credit against the Purchase Price or give rise to any portion of other claim on the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyPurchaser.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached as Schedule I attached hereto and made a part hereof. Mortgage Borrower and/or Operating Lessee is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. No Person other than Mortgage Borrower, Operating Lessee and/or any Pledgee Subsidiaries 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, subject to any estoppel certificates delivered to Lender in connection with the closing of the Loan, to Borrower’s knowledge, there are no material “events of default” (i.e. defaults thereunder beyond all applicable notice and cure periods) by either party Mortgage Borrower or any tenant under any Lease, 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 thereunderan “event of default” under any Lease. The copies of the Leases Subject to any estoppel certificates delivered to Lender are true and completein connection with the closing of the Loan, 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 datedate and, to Borrower’s knowledge, there are no offsets or defenses to the payment of any portion of the Rents. All Subject to any estoppel certificates and rent rolls delivered to Lender in connection with the closing of the Loan, and to Borrower’s knowledge all work to be performed by 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 Mortgage Borrower to any Tenant tenant has already been received by such Tenanttenant. There Subject to any estoppel certificates delivered to Lender in connection with the closing of the Loan, and to Borrower’s knowledge, here has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is still in effect. No Tenant Subject to any estoppel certificates and rent rolls delivered to Lender in connection with the closing of the Loan, no 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. No Tenant Except as set forth in any Leases or estoppel certificates delivered to Lender in connection with the closing of the Loan, no tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in any Leases, estoppel certificates or rent roll delivered to Lender in connection with the closing of the Loan, no tenant under any Lease has any right or option for additional space in the PropertyImprovements.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll Schedule 6.01Z attached as Schedule I hereto and made a part hereof. Borrower is Issuers are the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 Issuers’ 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 (including security deposits) has been paid more than one (1) month in advance of its due date. All work to be performed prior to the date hereof by Borrower Issuers 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 Issuers 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 still in effect. No Tenant under any Lease To Issuers’ knowledge, no tenant has assigned its Lease or sublet all or any portion of the premises demised thereby, and no such Tenant tenant holds its leased premises under assignment or sublease. To Issuers’ knowledge, nor does anyone except such Tenant occupy such leased premises. 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 Property 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 to lease additional space in the PropertyImprovements.

Leases. The Property rent roll, which is not subject to any Leases other than the Leases described included as part of Seller’s Deliveries, is true, correct and complete in the Rent Roll attached as Schedule I hereto all material respects and made sets forth a part hereof. Borrower is the sole owner list of landlord’s interest in the Leases and Tenants, including, but not limited to, the description, by agreement and document name and date, of each Lease, together with any applicable Permitted Encumbrancesamendments, assignments and other documents with respect thereto. No Person has The rent roll includes an addendum describing, with respect to each Lease, the amount of any possessory interest Leasing Commissions owing, the amount of any advance or prepaid rentals which have not accrued, any rental holidays which have not expired and other Tenant Inducement Costs granted to any Tenant which have not been fully utilized, if any. All of the information on the rent roll, including the description of the leased premises, the rent and other charges payable by Tenants, the terms and options to renew, and the Security Deposits, also is true, correct and complete in all material respects. 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 except as otherwise disclosed by Seller to Buyer. Each Seller as respects the Property owned by it, is the “Landlord” or right “Lessor” under the Leases and has full power and authority to occupy assign the same except under and pursuant to Buyer. Seller has not received written notice of any uncured event of default with respect to the provisions performance of any of its obligations under the Commercial Leases. Each of the Leases. The current Commercial Leases are is in full force and effect andand there is no monetary or non-monetary default under any Commercial Lease by either the landlord or the tenant thereunder, nor, to Borrowerthe best of Seller’s knowledge, there are no defaults thereunder by either party and there are no conditions that, 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. The copies No valid claims or rights of the Leases delivered to Lender are true and complete, and there are no oral agreements offset exist with respect theretoto the Leases. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. 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 TenantLeasing Commissions, and any payments, 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 the renewal thereof, or any other options thereunder (provided, however, if a Commercial Lease is renewed a commission may be due), nor does there exist any commission, compensation or other amount which may become payable to any broker or other agent under any agreement or understanding in connection with any Lease or renewal thereof, or any options thereunder. Seller has not received written notice from any Tenants under a Commercial Lease indicating the intention of such Tenants to terminate its Commercial Lease or to limit, amend or alter its Commercial Lease or its use or occupancy. Seller has not previously assigned, pledged, transferred, hypothecated or conveyed the Leases or any interest therein. All of the Rents received therein which is still work (including all tenant improvements) to be constructed and installed by each Seller in effect. No Tenant under any Lease has assigned its Lease or sublet all or any the leased premises located on the portion of the premises demised thereby, no Property owned by such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right or option Seller and pursuant to such Lease the Leases is complete and fully paid for and/or will be complete and fully paid for on or otherwise before the Closing or if not an appropriate credit will be given to purchase all or any part Buyer at the time of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.Closing

Leases. The Property is not subject to any As of the date of this Agreement there are no Residency Agreements or other Leases other than those described on the Leases described Rent Roll. The Rent Roll is true, accurate and complete in all material respects as of the date hereof, and true, accurate and complete copies of the Residency Agreements and all guaranties and other documents relating thereto have been made available to Buyer. Except as otherwise specifically set forth in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is Roll: (a) to Seller’s knowledge, the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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 none of them has been modified, amended or extended; (b) Seller has not sent written notice to Borrower’s knowledgeany Resident or Tenant of the Community under a Lease, or received any written notice from any such Resident or Tenant, claiming that such Resident or Tenant, or Seller, as the case may be, is in default, which default remains uncured; (c) there are no defaults thereunder Security Deposits or other deposits under any Leases other than those set forth in the Rent Roll; (d) no leasing commission shall be due for any period subsequent to the Closing other than for lease extensions, expansions or renewals exercised after the Closing, which commissions shall be paid by either party and there are Buyer; (e) except as set forth on the Rent Roll: (i) 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) Resident has been paid any rent for more than one (1) month in advance advance; (ii) no Resident has any right of its due date. 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 Tenantfirst refusal, and any payments, free rent, partial rent, rebate of rent option or other payments, credits, allowances or abatements required preferential right 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 purchase the Rents received therein which is still in effect. No Tenant under any Lease has assigned its Lease or sublet all Property or any portion thereof or any interest therein; and (iii) Seller has not received written notice that there are any subtenants of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant any Resident under any Lease has a right Residency Agreement; and (f) all conditions to be satisfied by Seller under the Leases have been completed, including, but not limited to, completion of any tenant improvement work or option pursuant to such Lease or otherwise to purchase all or any part of other improvements under the Property of which Leases, in accordance with applicable plans and specifications and within the leased premises are a part. No Tenant under any Lease has any right or option for additional space time periods set forth in the PropertyLeases; and payment of any unreimbursed expenses including, but not limited to, capital expense reimbursements.

Leases. The Property is not subject to any Borrower has delivered a true, correct and complete schedule (the “Rent Roll”) of all Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in affecting the Property or right to occupy the same except under and pursuant to the provisions as of the Leases. The current Leases are date hereof, which accurately and completely sets forth in full force and effect andall material respects for each such Lease, to Borrower’s knowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or following: the giving of notice, or both, would constitute defaults thereunder. The copies name of the Leases delivered to Lender are true and completeTenant, and there are no oral agreements with respect thereto. No Rent (including security deposits) has been paid the Lease expiration date, the base rent payable, the amount of any rent prepaid more than one (1) month in advance of its due date. All work to be performed by Borrower under each Lease has been performed as required in such Lease and has been accepted by advance, the applicable Tenant, security deposit held thereunder and any paymentsother material provisions of such Lease. Upon Lender’s written request, free rentBorrower shall provide true, partial rentcorrect and complete copies of all Leases described in the Rent Roll. Each Lease constitutes the legal, rebate valid and binding obligation of rent Borrower and, to the best of Borrower’s knowledge and belief, is enforceable against the Tenant thereof. No default exists, or other paymentswith the passing of time or the giving of notice or both would exist, 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 under any Lease which would, in the aggregate, have a material adverse effect on Borrower or of the Rents received therein which is still Property. Except as set forth in effect. No the Rent Roll, no Tenant under any Lease has assigned its 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 a separate segregated account or as otherwise required by applicable law. No Lease provides any party with the right to obtain a lien or sublet encumbrance upon the Property superior to the lien of this Security Deed. 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 the laws of the state in which the Premises is located. 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 occupy such leased premises. No Tenant under any Lease has Property as a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertyhomestead.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll Schedule 2 attached as Schedule I hereto and made a part hereof. Borrower is the sole owner and lessor of landlord’s 's interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 knowledgeexcept as set forth on Schedule 4.1.26, 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 thereunder (excluding Rent which is due but subject to Lender are true and complete, and there are no oral agreements with respect theretoan unexpired grace period). No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All Except as set forth on Schedule 4.1.26, 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. Except as set forth on Schedule 4.1.26, all leasing commissions due and owing with respect to each Lease in existence on the date hereof has been paid in full. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is still that continues in effect. No Tenant under any Lease Except as set forth on Schedule 4.1.26, to the best of Borrower's knowledge, no tenant listed on Schedule 2 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. 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 Property 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 PropertyImprovements. To the best of 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 in violation of applicable law.

Leases. The Property is not subject to any Leases Lease other than the Leases described in the Rent Roll Schedule II attached as Schedule I hereto and made a part hereof. The Property is not subject to one or more subleases unless any such Sublease has been disclosed to Lender and is listed on Schedule II, which list with respect to such Subleases has been prepared based on the actual knowledge of Borrower, attached hereto or set forth on Schedule B of the Title Insurance Policy (“Subleases”). Each Tenant is currently operating its business within the Improvements demised thereby. Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 Subleases. The current Leases are in full force and effect and, except as may be disclosed in any tenant estoppel certificates delivered to Borrower’s knowledge, Lender there are no material 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 material defaults thereunderthereunder (except for defaults which have been summarized on Schedule II attached hereto). The copies copy of the Leases and any related guaranty (including all amendments thereof) delivered to Lender are is accurate, true and complete, and there are no oral agreements or additional amendments or other agreements with respect thereto. No Rent (including other than security deposits, if any, listed on Schedule II attached hereto) has been paid more than one (1) month in advance of its due date. All Except as may be disclosed in any tenant estoppel certificates delivered to Lender, all work to be performed by Borrower the landlord under each Lease the Leases has been performed as required in such Lease the Leases 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 the landlord under the Leases to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignmentassignment (other than to Borrower and Lender), hypothecation or pledge of any Lease the Leases or of the Rents received therein which is still in effecteffect (other than assignments, hypothecations or pledges which may have been made by the tenants under the Leases). No To Borrower’s actual knowledge, except as listed on Schedule II, no Tenant under any Lease has assigned its Lease or sublet all or any portion of the premises demised therebythereby (other than pursuant to the Subleases), no such Tenant holds Freeport does not hold its leased premises under assignment or sublease, nor does anyone except such Tenant Freeport and its employees and subtenants occupy such leased premises. 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 Property of which the leased premises are a partpart (other than rights of first refusal or rights of first offer described in the applicable Lease delivered to Lender prior to the date hereof, which are listed in Schedule II). No Tenant under any Lease has any right or option for additional space in the PropertyImprovements except as disclosed on Schedule II. To Borrower’s actual knowledge and except as disclosed in any environmental reports delivered to Lender in connection with the Loan, no Hazardous Substances have been disposed, stored or treated by any Tenant under the Leases on or about the Property nor does Borrower have ‑49 ‑ any actual knowledge of any Tenant’s intention to use the Property for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any Hazardous Substances, except in either event, in compliance with applicable Environmental Laws.

Leases. The Property is not subject As of the date of this Agreement there are no leases, subleases, licenses or other rental agreements or occupancy agreements (written or verbal) which grant any possessory interest in and to any Leases space situated on or in the Improvements or that otherwise give rights with regard to use of the Land or Improvements other than the Leases leases (the “Leases”) described in Schedule C attached hereto (the “Rent Roll”). The Rent Roll is true, accurate and complete in all material respects as of the date hereof. Except as otherwise specifically set forth in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest or elsewhere in the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant this Agreement: (a) to the provisions knowledge of Seller, the Leases. The current Leases are in full force and effect andand none of them has been modified, amended or extended; (b) Seller has neither sent written notice to Borrower’s knowledgeany tenant of the Property, nor received any notice from any such tenant, claiming that such tenant, or Seller, as the case may be, is in default, which default remains uncured; (c) to the knowledge of Seller, no action or proceeding instituted against Seller by any tenant of any unit in the Property is presently pending; (d) there are no defaults thereunder by either party and there are security deposits or other deposits other than those set forth in the Rent Roll; (e) 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) rent has been paid more than one thirty (130) month days in advance under any lease of its any unit in the Property other than as shown on the Rent Roll; (f) no leasing commission shall be due date. All work for any period subsequent to the Closing other than for tenants who have executed a lease prior to Closing but do not move in until after the Closing, which commissions shall be paid by Buyer; (g) no tenant has been given free rent, any concession in the payment of rent or any abatement in the payment of rent for the period identified in the Rent Roll except as set forth in the Rent Roll; and (h) all work, if any, required to be performed by Borrower landlord under the terms of the Lease to prepare the unit for occupancy by each Lease tenant 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 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 still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertycompleted.

Leases. The Property is not subject to any Leases other than the Leases described in provided by Borrower to Lender prior to the Rent Roll attached as Schedule I hereto and made a part hereofclosing of the Loan. Borrower B▇▇▇▇▇▇▇ is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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, except as disclosed by the aged receivables report delivered to Borrower’s knowledgeLender and except for various defaults under the Ohio Individual Property Lease disclosed by Borrower to Lender, there are no monetary or material non-monetary 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 thereunderparty. The copies of the Leases and any related guaranty (including all amendments thereto) delivered to Lender are accurate, true and completecomplete in all material respects, and there are no oral agreements with respect thereto. No Rent (including other than security deposits, if any, listed on Schedule II) has been paid more than one (1) month in advance of its due date. All Except for the tenant improvement work (if any) described in the tenant estoppel certificates delivered to Lender in connection with the Loan, 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 TenantLease, and except as described in the tenant estoppel certificates delivered to Lender in connection with the Loan and for abatements relating to casualty/condemnation as set forth in such Lease, any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower under such Lease to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge by Borrower of any Lease or of the Rents received therein which is still in effect. No Tenant under any Lease Except as described in the tenant estoppel certificates delivered to Lender in connection with the Loan, to the best of B▇▇▇▇▇▇▇’s knowledge, no tenant has assigned its Lease or sublet all or Lease, nor, to the best of Borrower’s knowledge, does any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or subleaseassignment. Except as set forth in the Leases, nor does anyone except such Tenant occupy such leased premises. 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 Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.

Leases. (a) The Property is not subject to any Leases leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereofLease. Borrower ▇▇▇▇▇▇▇▇ is the sole owner and lessor of landlord’s 's interest in the Leases and any applicable Permitted EncumbrancesLease. No Person person has any possessory interest in the Property or right to occupy the same except Tenant under and pursuant to the provisions of the LeasesLease. There are no prior assignments of the Lease, or any portion of the rents due and payable or to become due and payable, which are presently outstanding. There has been no prior sale, transfer or assignment, hypothecation or pledge of the Lease or of the rents received therein which is still in effect. There is no security deposit under the Lease. (b) ▇▇▇▇▇▇▇▇ has delivered to Lender a true, correct and complete copy of the Lease and ▇▇▇▇▇▇ has entered into occupancy of the Property. Tenant is not subject to any bankruptcy, reorganization or arrangement proceedings or a general assignment for the benefit of creditors. (c) The current Leases are Lease is in full force and effect andand constitutes the legal, to Borrower’s knowledge, there valid and binding obligation of Borrower and Tenant thereunder. There are no defaults thereunder by either party to the Lease, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults a default 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) rent has been paid more than one (1) month in advance of its due date. Tenant has no offset right or defense to the payment of rent under the Lease. All work to be performed by Borrower under each the 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 to any the Tenant has already been received by such Tenant. There ▇▇▇▇▇▇. (d) Tenant has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of not assigned the Rents received therein which is still in effect. No Tenant under any Lease has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Property. (e) Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has not have a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.

Leases. The Property is not subject Seller has made available to any Leases other than the Purchaser true, correct and complete copies of all of the Leases described in affecting the Rent Roll attached as Schedule I hereto and made a part hereofContributed Properties including all guarantees of such Leases. Borrower is the sole owner of landlord’s interest in Other than the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest matters of record as reflected in the Title Commitments, none of Seller, any General Partner or any Owner has entered into any contract or agreement with respect to the occupancy of the Contributed 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 of Effective Date. Except as disclosed in writing to the Leases. The current Purchaser prior to the Effective Date, (i) no written notice has been given or received by any Owner under such Leases are in full force with respect to any material default under the Leases that remains uncured and effect and, (ii) to BorrowerSeller’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 are is no defaults thereunder by either party and there are no conditions thatfree rent outstanding under any Lease, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies all of the 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 delivered to Lender are true and completeall concessions from the Owner under the Leases have been paid in full, and there no leasing commissions are no oral agreements with respect theretodue under the Leases or any separate leasing commission or brokerage agreements. No Rent (including security deposits) 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, other than any security deposits (but any advance payment thereof after the Effective Date shall not constitute an Exception Matter if such payment is prorated as provided in Section 7.5 of this Agreement). All work Except as disclosed in writing to be performed the Purchaser prior to the Effective Date, there are no security deposits paid by Borrower under each Lease has been performed as required Tenants, but any application of security deposits in such Lease and has been accepted by accordance with 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 Leases after the Rents received therein which is still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Property.Effective Date shall not constitute an Exception Matter

Leases. The Property All Leases at the Collateral Properties are listed on Schedule 6.25, and each Operating Lessee is not subject to any Leases other than the lessor under each of the Leases described in the Rent Roll attached as set forth on said Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances6.25. No Person (other than hotel guests) other than with respect to Permitted Liens has any possessory interest in the any Collateral Property or right to occupy the same except under and pursuant to the provisions of the LeasesLeases and the Management Agreements. The current Leases are in full force and effect and, there are no defaults by any Borrower or, to the best of each Borrower’s knowledge, 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. The copies of With respect to the Leases delivered to Lender are true and completeMajor Leases, 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. There are no offsets or defenses to the payment of any portion of the Rents. All work to be performed by any 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 any 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 still in effect. No Tenant tenant under any Lease 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 tenant and its employees occupy such leased premisespremises other than with respect to Permitted Liens. No Tenant tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of Collateral Property. Except as set forth in the Property of which the leased premises are a part. No Tenant Leases, no tenant under any Lease has any right or option for additional space in the any Collateral Property.

Leases. An accurate and complete Rent Roll and summary thereof in a form reasonably satisfactory to Lender with respect to all Leases of any portion of the Collateral Property has been provided to Lender. 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 Collateral Property is not subject to any Leases other than the Leases described and in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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, 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 Buildings relating thereto. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All work tenant is entitled to be performed by Borrower 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 payments, credit, offset or deduction in rent, including, without limitation, lease support payments or lease buy-outs, except as reflected in the Rent Roll. There are no occupancies, rights, privileges or licenses in or to the Collateral Property or portion thereof other than Qualified Leases. The Leases reflected in the Rent Roll are in full force and effect in accordance with their respective terms, without any payment default or any other material default thereunder, and there are not any defenses, counterclaims, offsets, concessions or rebates available to any tenant thereunder, and neither Borrower nor Owner 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 Borrower’s knowledge, there is no basis for any such claim or notice of default by such Tenantany tenant. There has been The Rent Roll furnished to the Lender accurately and completely sets forth all rents payable by and security, if any, deposited by tenants, no prior saletenant having paid more than one month’s rent in advance. Except as disclosed in writing to Lender, transfer no material leasing, brokerage or assignmentlike commissions, hypothecation fees or pledge payments are due from Borrower, the Guarantors or Owner in respect of any Lease or of the Rents received therein which is still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyLeases.

Leases. The Property is not subject to (i) Schedule 6.1(e) contains a true, correct and complete list in all material respects of all Leases in existence on the Effective Date, including the name of each tenant, the date of each tenant’s Lease and all amendments, if any, thereto, the expiration date of each Lease, and the amount of any Leases other than security deposit paid by the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in the Property or right to occupy the same except tenant under and pursuant to the provisions of the Leases. The current Leases are in full force and effect and, to Borrower’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 thereundereach Lease. The copies of such Leases provided to the Leases delivered to Lender Partnership by the Contributors are true true, correct and completecomplete copies of such Leases, and there including all amendments thereto in all material respects. There are no oral agreements with respect thereto. No Rent (including security deposits) has been paid more than one (1) month in advance letters of its due date. 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 Tenant, and any payments, free rent, partial rent, rebate of rent credit or other paymentssimilar financial instruments held in lieu of security deposits under any of the Leases, creditsexcept as set forth on Schedule 6.1(e). The Contributors agree to provide prompt written notice to the Partnership if any Lease is no longer in effect prior to the Closing Date, 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 but neither the foregoing covenant nor the continuing effectiveness of any Lease that is not caused by Contributors’ breach of their obligations under this Agreement are conditions to Closing or breaches of the Rents received therein which is still in effectforegoing representation. No Tenant Person (other than as set forth in, or within a Lease, or holding under a Lease listed on, Schedule 6.1(e)) has any option or right to acquire, occupy or lease any of the Properties or any part thereof. (ii) Except as set forth on Schedule 6.1(e), as to each Contributor’s respective Property(ies), no Contributor has received any notice of termination, default, or audit under any Lease Lease; no Contributor has assigned knowledge of any material existing or uncured defaults by any Contributor or by any tenant under a Lease, other than a default notice setting forth a default that, as of the date of this Agreement, has been cured; and no Contributor has received a notice from any tenant asserting any material unresolved defense, set-off, or counterclaim with respect to its tenancy or its obligation to pay rent, additional rent, or other charges pursuant to any Lease. To each Contributor’s knowledge, each tenant under the Leases has accepted their leased premises located within the applicable Property under their Leases, including any and all work performed therein or thereon pursuant to the applicable Lease. No Contributor has received notice from any tenant that a Property or any portion thereof is in any material respect not in full compliance with the terms and provisions of its Lease or sublet all or is not satisfactory for such tenant’s purposes. (iii) Except as set forth in Schedule 6.1(e), no tenant under a Lease has asserted in writing to the applicable Property’s Contributor any portion claim which could adversely affect the right of the premises demised thereby, landlord to collect rent from such tenant and (A) no such Tenant holds its leased premises under assignment or subleaseContributor has delivered, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Contributor intend to deliver, a notice terminating any Lease, (B) no Contributor has received any notice from any tenant terminating any Lease has a right or option pursuant notifying such Contributor of such tenant’s intention to such Lease vacate its premises at or otherwise before the end of its current term, and (C) to purchase all or any part the knowledge of the Property Contributors, no tenant has threatened or stated its intention to vacate the premises at or before the end of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertycurrent term of its respective Lease.

Leases. The Property is not subject copies of Leases (including all guarantees, amendments, letter agreements, addenda and/or assignments thereof) and brokerage agreements made available to any Leases other than Buyer with the Leases described in the Rent Roll attached as Schedule I hereto Seller Information are true and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. No Person has any possessory interest in the Property or right to occupy the same except under and pursuant to the provisions of the Leasescomplete copies. The current Lease Schedule sets forth a true and correct list of all Leases (including all guarantees, amendments, letter agreements, addenda and/or assignments thereof) and leasing brokerage agreements. Except as described on the Lease Schedule, (i) the Leases are in full force and effect and have not been amended, modified or waived and, (ii) Seller has not entered into or assumed any other written agreements or licenses with respect to Borrowerany possessory rights, use of the Property or tenancies of the Property, and to Seller’s knowledge there are no other such agreements or licenses. Except in connection with any financing now or previously secured by the Property (all of which assignments shall be terminated and released as of the Close of Escrow), Seller has not assigned its interest in the Leases or the rents and other income thereunder. To Seller’s knowledge, there are except as set forth on the Lease Schedule, no defaults thereunder by either party tenant has assigned its interest in its Lease or sublet a portion of the Property. Each tenant under the Leases has accepted its leased premises under its respective Lease and there are no conditions thatall of landlord’s obligations to construct tenant improvements have been paid and performed in full. Except as shown on Schedule 8.1.4(a), with the passage of time or the giving of noticeall construction allowances, tenant buildout, moving expenses, lease buy outs, lease termination payments, or both, would constitute defaults thereunder. The copies of other inducement amounts due by the landlord under the leases and any free rent or rent abatements available to tenants under the Leases delivered to Lender are true and complete(collectively, and there are no oral agreements with respect thereto. No Rent (including security deposits“Tenant Inducement Costs”) has have been paid in full by landlord to the respective tenant. Except as set forth on Schedule 8.1.4(b), no tenant is delinquent in the payment of rent and no tenant has paid fixed rent for more than one (1) month in advance advance. Seller is not in default in the performance of its due date. All work any material covenant to be performed by Borrower landlord under each Lease the Leases, and to Seller’s knowledge, no tenant has any material claims or offsets against Seller pursuant to the Leases. To Seller’s knowledge, there is no monetary or material non-monetary default or breach on the part of any tenant under its Lease, except as set forth on Schedule 8.1.4. No guarantor under the Leases has been performed as required in such Lease and discharged of its obligations by Seller. Seller has been accepted by the applicable Tenant, and not received any payments, free rent, partial rent, rebate notice of rent or other payments, credits, allowances or abatements required to be given by Borrower to a bankruptcy event involving 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 still tenants under the Leases. Except as expressly set forth in the Leases, there are no rights to lease or sublet, rights of renewal, extension, expansion, cancellation, termination or modification, options to lease, rights of first refusal to lease in effect. No Tenant under any Lease has assigned its Lease or sublet all tenant (or any portion auditor on behalf of the premises demised therebya tenant) has given to landlord any notice of its intention to audit any operating expense, real estate tax or other charges billed to such tenant and to Seller’s knowledge no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises audits are a part. No Tenant under any Lease has any right or option for additional space in the Propertycurrently being conducted.

Leases. The Property is not subject To Seller’s knowledge, and except as otherwise disclosed in writing by Seller to any Leases other than Buyer: (i) the copies of the Leases listed on Schedule 1.7 and the leases of EMI listed on Schedule 1.2 (the “EMI Leases”) delivered to Buyer are true, correct and complete and there are no amendments or modifications of the Leases or the EMI Leases or other agreements, written or oral, with respect to the Leases or the EMI Leases except as listed on Schedule 1.7 and Schedule 1.2, respectively; (ii) the information set forth in the rent rolls prepared by Seller with respect to the Leases and the EMI Leases and made available to Buyer (the “Rent Rolls”) was true and complete as of the date such rent rolls were made available to Buyer; (iii) except for the Leases, there are no leases of the Real Property; (iv) except for the EMI Leases, there are no leases of the EMI Land; (v) there are no material, uncured defaults under any of the Leases or the EMI Leases; (vi) except to the extent described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and Rolls, no tenant under any applicable Permitted Encumbrances. 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, 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) or the EMI Leases has been paid more than one (1) month in advance of its due date. 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 Tenant, and prepaid any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by Borrower to charges for more than the current month; (vii) no tenant under 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 still in effect. No Tenant under any Lease has assigned its Lease Leases 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease EMI Leases has any right or option for additional space to purchase the Real Property or the EMI Land or any portion thereof or interest therein; (viii) except as provided in the PropertyRent Rolls, no tenant under any of the Leases or the EMI Leases has the right to renew or extend any of the Leases or the EMI Leases or has any options or rights of first refusal with respect to leasing of other land or space, and no tenant under any of the Leases or the EMI Leases has the right to free rent, rebate, allowance, concession, security or other deposit; and (ix) Seller and EMI hold no security or other tenant deposits under the Leases or the EMI Leases except as shown on the Rent Rolls.

Leases. The Property rent roll, which is not subject to any Leases other than the Leases described in the Rent Roll attached included as Schedule I hereto part of Seller’s Deliveries, is a true, correct and made a part hereof. Borrower is the sole owner complete list of landlord’s interest in the Leases and Tenants. The rent roll describes, with respect to each Lease, the amount of any applicable Permitted Encumbrancesadvance or prepaid rentals which have not accrued. No Person All of the information on the rent roll, including the description of the space, the rent payable by Tenants, the terms and options to renew, and the Security Deposits, also is true in all materials respects. The Leases provided to Buyer pursuant to Section 4.1(a) hereof are true and correct copies thereof and include any amendments or modifications thereto. Seller is the “Landlord” or “Lessor” under the Leases and has any possessory interest in the Property or right full power and authority to occupy assign the same except under and pursuant to Buyer. Seller has not received written notice of any uncured event of default with respect to the provisions performance of any of its obligations under the Leases. The current Each of the Leases are is in full force and effect andand to Seller’s Knowledge there is no monetary or non-monetary default under any Lease by either the landlord or the tenant thereunder except as disclosed on the rent roll, nor, to BorrowerSeller’s knowledgeKnowledge, there are no defaults thereunder by either party and there are no conditions that, 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. The copies To Seller’s Knowledge, no valid claims or rights of the Leases delivered to Lender are true and complete, and there are no oral agreements offset exist with respect theretoto the Leases. No Rent (including security deposits) has been paid more than one (1) month in advance To Seller’s Knowledge, there is no intention or indication of its due date. All work to be performed intention by Borrower 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 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 still in effect. No Tenant under any Lease has assigned to terminate its Lease or sublet all to limit, amend or alter its Lease or its use or occupancy, except as disclosed on Schedule “3.0,” attached hereto. Seller has not previously assigned, pledged, transferred, hypothecated or conveyed the Leases or any portion interest therein except in financing transactions. All of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right or option pursuant work (including all tenant improvements) to such Lease or otherwise to purchase all or any part of be constructed and installed by the Property of which landlord in the leased premises are a partpursuant to the Leases executed on or before August 1, 2010 is complete and fully paid for and/or will be complete and fully paid for on or before the Closing, or if not complete, as may be the case with respect to Chevy’s Fresh Mex Lease, will be completed by Seller at its cost after Closing. No Tenant under Buyer agrees to allow access to the Property to allow Seller to complete any Lease has such incomplete work after Closing, and to otherwise cooperate as reasonably necessary to enable Seller to complete such work. In addition, Buyer agrees to reasonably cooperate with Seller, at no cost or liability to Buyer, to allow Seller reasonable access to the Property after Closing, during normal business hours following reasonable prior notice to Buyer, as may be necessary for Seller to take any right actions reasonably necessary to satisfy and obtain the release of all bonds, guarantees, work agreements and other obligations of the Seller posted or option for additional space made with governmental authorities in connection with the development and construction of the Property, and to satisfy and perform all obligations of Seller under this Agreement. Seller agrees to indemnify, defend and hold harmless Buyer and Buyer’s members, managers, partners, officers, directors, shareholders, employees, agents, representatives, invitees, successors and assigns, from and against any and all causes of action, damages, losses, demands, judgments, liens, claims, costs, and expenses (including reasonable attorney’s fees and court costs) which arise or occur in connection with Seller’s activities on the Real Property after Closing, provided that under no circumstances shall Seller be liable or otherwise responsible for loss or damage: (i) caused by the acts or omissions of Buyer or its employees, agents, contractors, tenants, successors or assigns; or (ii) to the extent covered by Buyer’s insurance. Seller and any contractors of Seller that access the Property after Closing pursuant to this Section 9.6 shall maintain, with a company or companies lawfully authorized to do business in Maryland, commercial general liability insurance and workers compensation insurance, the liability policy to name Buyer as an additional insured thereto. Such liability insurance shall be written for not less than $1,000,000.00 per occurrence.

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 the Ground Leases, any matters of record as reflected in the Rent Roll attached Title Commitments and as Schedule I hereto disclosed in writing to Purchaser, none of Seller, any Holdco Subsidiary, any General Partner or any Owner has entered into any contract or agreement with respect to the occupancy of the Properties or any portion or portions thereof which will be binding on the Owners after the Closing, other than (i) consent and recognition agreements with respect to (x) subleases and (y) Tenant equipment financings and (ii) customary agreements for utilities, cable, antennae, fiber optic and other similar service providers (collectively, the “Service Provider Contracts”). To the extent such Service Provider Contracts are in Seller’s actual possession, Seller has made a available to Purchaser true, correct and complete copies of such Service Provider Contracts. Except as disclosed in writing to the Purchaser, as of 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 hereofof any Tenant under such Leases, except for the Metalsa Lease Defaults. Borrower Except for the Unfunded TI Allowances and as otherwise disclosed in writing to the Purchaser, there is no free rent outstanding under any Lease, all of the sole owner Owner’s obligations to construct tenant improvements have been performed in full, all of landlordthe Owner’s interest in 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 due under the Leases or any applicable Permitted Encumbrancesseparate leasing commission or brokerage agreements. No Person Tenant has paid any possessory interest in base rent, additional rent or any other amount due under 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, 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 Lease more than one (1) month in advance of its the applicable due date, other than any security deposits (but any advance payment thereof after the Effective Date shall not constitute an Exception Matter if such payment is prorated as provided in Section 7.5 of this Agreement). All work Except as disclosed in writing to be performed the Purchaser, there are no security deposits paid by Borrower under each Lease has been performed as required Tenants, but any application of security deposits in such Lease and has been accepted by accordance with 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 Leases after the Rents received therein which is still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the PropertyEffective Date shall not constitute an Exception Matter.

Leases. The To Borrower’s knowledge, the rent roll attached hereto as Schedule I (the “Rent Roll”) is true, complete and correct as of the date referenced therein and as of the Closing Date, the Property is not subject to any Leases other than the Leases described in on the Rent Roll attached as Schedule I hereto and made a part hereofRoll. Borrower is the sole owner and lessor of landlord’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 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, 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. The , (ii) Borrower has delivered to Lender all the copies of the Live/Work Leases delivered to Lender are true and completein Borrower’s possession, and there are (iii) no oral agreements with respect thereto. No Rent (including other than security deposits) has been paid more than one (1) month in advance of its due date. All , (iv) all work to be performed by Borrower under each Live/Work Lease has been performed as required in such Lease 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 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) intentionally omitted, (ix) no prior saleTenant under any Live/Work Lease (or any sublease) is a Borrower Related Party, transfer (x) intentionally omitted, (xi) 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 still space leased thereunder, except as has previously been disclosed to Lender in effect. No writing, (xii) except as set forth or permitted in the leases, no Tenant under any Lease has any right or option for additional space in the Improvements, (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 permitted in the Leases, and (xiv) to Borrower’s knowledge, no Tenant has asserted any claim of offset or other defense, counterclaim or other claim in respect of such Tenant’s obligations or the lessor’s rights under any Lease. No To Borrower’s knowledge, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property leased premises or the building of which the leased premises are a part. No Tenant under To Borrower’s knowledge, 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. To Borrower’s knowledge, Borrower is sole owner of the Propertylessor’s entire right, title and interest in and to the Leases.

Leases. The (i) Continue its present residential rental program and efforts at the Property to rent vacant space and parking spaces to residential tenants, provided that, following the Effective Date until the Closing or earlier termination of this Agreement, without the prior written consent of Buyer in its sole discretion, Seller shall not execute any new lease for residential occupancy or parking or amend, terminate or accept the surrender of any existing tenancies or parking under any Lease except that Seller is authorized to (A) accept the termination of Leases at the end of their existing terms or amendments memorializing extensions of any Leases as required thereunder and (B) amend, extend, renew any existing Lease or enter into a new lease for residential occupancy or parking provided that such amendment, extension, renewal or new lease (i) is in Seller’s ordinary course of business and consistent with Seller’s current leasing practices as of the Effective Date (subject to clause (vii) below as to rental rates), (ii) is on the standard lease form used by Seller at the Property as of the Effective Date for residential units or beds, or otherwise reasonably approved by Buyer, (iii) requires security deposits and/or prepaid rent in customary amounts consistent with Seller’s current leasing practices as of the Effective Date, (iv) is not subject for commercial purposes, (v) is for a term of eleven and one-half (11.5) months (but with twelve (12) equal installments), provided, however, that up to any Leases other than the Leases described in the Rent Roll attached as Schedule I hereto and made a part hereof. Borrower is the sole owner of landlord’s interest in the Leases and any applicable Permitted Encumbrances. 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, 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 five percent (5%) of the Leases delivered to Lender are true at the Property may be for terms of less than eleven and completeone-half (11.5) months, (vi) contains a stated termination date which is not later than the July 31st that follows the effective date of such Lease, and there are no oral agreements with respect thereto. No Rent (including security depositsvii) has been paid more an annualized rent, taking into account Tenant Concessions, equal to or higher than one (1) month in advance of its due date. 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 Tenantrental rates set forth on Schedule 5(m)(i) (each such lease, a “New Lease”). If Seller enters into a New Lease or amends, terminates or modifies any existing Lease after the Effective Date as permitted in accordance with this Section 5.1(m), then Seller shall promptly provide written notice and a copy thereof to Buyer and such leases shall be deemed added to Schedule 3.2(b-1), and any paymentsSchedule 3.2(b-1) shall be deemed amended at the Closing to include such leases. (ii) Pay (or otherwise credit the Buyer) all leasing commissions, free rentrental agents, partial rentand finders’ fees on account of, rebate and all tenant improvement allowances and the cost of rent all landlord or other payments, credits, allowances or abatements tenant improvements required to be given paid or performed by Borrower the landlord under, any lease, amendment, expansion or renewal executed in accordance with Section 5.1(m). (iii) Not lease, license or grant any occupancy agreements at the Property for a commercial purpose. (iv) Not take any action, or institute any legal proceedings, 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 still in effect. No Tenant under any Lease 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 occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease evict or otherwise to purchase all or remove any part then current tenant of the Property who has reasonably demonstrated to Seller an inability to pay rent due and payable or is otherwise experiencing financial hardship and given written notice to Seller that it is availing itself of which federal or state-law protections regarding the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertysame.

Leases. The Property is not subject to any Leases other than the Leases described in the Rent Roll attached hereto as Schedule I hereto Exhibit C, which Rent Roll is accurate and made a part complete in all material respects as of the date hereof. Borrower is the sole owner of landlordthe entire lessor’s interest in the Leases and any applicable Permitted EncumbrancesLeases. 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 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 (including security deposits) have been collected for more than one (1) month in advance. To Borrower’s actual knowledge and except as may be disclosed in any tenant estoppel certificates delivered to Lender or as disclosed on Schedule 1 hereto, 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. The current Leases are in full force and effect and, to Borrower’s knowledgeactual knowledge and except as may be disclosed in any tenant estoppel certificates delivered to Lender or as disclosed on Schedule 1, 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 work to be performed by Borrower 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 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 therein, other than to Borrower and sales, transfers, assignments, hypothecations or pledges which is still may have been made by the tenants under the Leases. To Borrower’s actual knowledge and except as may be disclosed in effect. No Tenant under any Lease tenant estoppel certificates delivered to Lender or as disclosed on Schedule 1 hereto, no tenant listed on Exhibit C 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. No Tenant Except as may be set forth in the Leases, no tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the Property leased premises or the building of which the leased premises are a part. No Tenant Except as may be set forth in the Leases, no tenant under any Lease has any right or option for additional space in the PropertyImprovements. To Borrower’s actual knowledge no tenant intends to use its leased premises on the Property for any activity which, directly or indirectly, involves the use, generation, treatment, storage, transportation or Release of any Hazardous Materials in violation of Environmental Law. 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 not subject to any All existing Leases other than as of the Leases described Effective Date are listed in the Rent Roll attached as Schedule I hereto part of Exhibit B which will be updated as of the Closing Date. The references to Rent Roll in this paragraph shall be deemed, as of the Effective Date, to mean the Rent Roll attached as part of Exhibit B, and, as of the Closing Date, to mean the updated Rent Roll delivered in connection with the Closing. Seller has delivered, or will deliver, to Buyer, true and made a part hereofcomplete copies of all Leases including, but not limited to all amendments and renewals and, to the extent in Seller's possession, all notices of commencement and copies of all correspondence related to such leases. Borrower Exhibit B is accurate as to the sole owner information set forth therein as of landlord’s interest the date set forth therein. Except as set forth in Exhibit B Seller has not entered into any oral or written lease, license or occupancy agreement, nor has Seller given any person (other than the Tenants named in the Leases and Rent Roll or any applicable Permitted Encumbrances. No Person has person under any possessory interest in document or instrument of public record) any right of possession to 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, 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 completeany part thereof, and there are no oral agreements with respect theretoother Leases or rights of possession other than matters of public record. Except as set forth in Exhibit B, Seller has not given any concessions of any kind or character (including, without limitation, free or reduced rent, free or reduced parking, buy-out, finish out, moving, refurbishment, equity in the Property, cash payments to Tenants, lease assumptions and other concessions or allowances granted to induce a Tenant to enter into a lease, or expand or renew a lease, (collectively, "Concessions")) to any Tenant that remain outstanding. No Rent (including security deposits) rent under any Lease has been paid more than one (1) month in advance of its due date. 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 any 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 still in effect. No Tenant has made any claim against Seller for any security deposits or other deposits (which has not been satisfied), and, except as set forth in Exhibit B, no Tenant has any defense or offset to rent accruing after the Closing Date. The Leases described in the Rent Roll are in full force and effect and no breach exists in the payment of rents except as shown on Exhibit B, no other material default or breach exists which remains uncured beyond any applicable grace or cure period under the respective Lease on the part of any Lease Tenant thereunder except as identified on Exhibit B, and except as set forth in Exhibit B, Seller has assigned its Lease not received any notice of any alleged default or sublet all breach on the part of Seller thereunder that is or any portion is allegedly continuing. All Deposits (and a statement as to whether interest is payable thereon in accordance with the terms of the premises demised thereby, no such applicable Lease) are listed in Exhibit B. All known and unresolved Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant occupy such leased premises. No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of complaints regarding the Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Propertyhave been disclosed to Buyer.