Common use of Leases Clause in Contracts

Leases. No Individual Property is subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. No Individual The Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Roll attached as SCHEDULE II hereto and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leasesmade a part hereof. No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, effect and to each Individual Borrower’s knowledge after due inquiry's knowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry's knowledge, no Tenant tenant listed on the Certified Rent Roll SCHEDULE II has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in SCHEDULE II, no tenant under any Lease has any right or option for additional space in the ImprovementsImprovements except as set forth in SCHEDULE II. 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. No Individual Property is The Properties are not subject to any Leases other than the Leases described in on the certified rent roll rolls delivered to Lender in connection with the closing origination of the Loan (the “Certified Rent Roll”)Loan, which rent roll is rolls are true, complete and accurate in all respects as of the Closing Date. With respect to each Individual PropertyMortgage Borrower or Maryland Owner, the applicable Individual Borrower as applicable, is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, effect and to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual each of Mortgage Borrower and Maryland Owner, as applicable, in accordance with applicable law. All work to be performed by the applicable Individual Mortgage Borrower or Maryland Owner, as applicable, under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Mortgage Borrower or Maryland Owner, as applicable, to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, except as set forth on Schedule V, no Tenant listed on the Certified Rent Roll tenant under any Lease has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in Schedule V, no tenant under any Lease has any right or option for additional space in the Improvements.. To Borrower’s actual knowledge based on the Environmental Report delivered to Lender in connection herewith, no hazardous wastes or toxic substances, as defined by applicable federal, state or local statutes, rules and regulations, have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant’s intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste, except in either event, in compliance with applicable federal, state or local statues, rules and regulations. 4.1.27

Leases. No Individual Property is subject The Borrowers have delivered to any Leases other than the Agent true and complete copies of the Leases described in the certified rent roll and any amendments thereto relating to each Collateral Property required to be delivered to Lender in connection with the closing as a part of the Loan (Eligible Real Estate Qualification Documents as of the “Certified date hereof. An accurate and complete Rent Roll”), which rent roll is true, complete and accurate Roll in all material respects as of the Closing Date. With date of inclusion of each Collateral Property in the Collateral with respect to each Individual Property, all Leases of any portion of the applicable Individual Borrower is Collateral Property has been provided to the owner and lessor of landlord’s interest Agent. The Leases previously delivered to Agent as described in the Leasespreceding sentence constitute as of the date thereof the sole material agreements relating to leasing or licensing of space at such Collateral Property and in the Building relating thereto. No Person has tenant under any possessory interest in Lease is entitled to any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent 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 the applicable Individual 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 outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion subject of the premises demised therebyapplicable Lease is necessary to comply with the requirements (including, no without limitation, parking requirements) contained in such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLease.

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

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

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

Leases. No Individual The Property is not subject to any Leases leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete attached hereto as Schedule I and accurate in all respects as of the Closing Datemade a part hereof. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s 's interest in the Leases. No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, effect and, to each Individual Borrower’s 's actual knowledge after due inquiryand except as may be disclosed in any tenant estoppel certificates delivered to 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 thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower To Borrower's actual knowledge and except as may be disclosed in accordance with applicable law. All any tenant estoppel certificates delivered to Lender, all work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignmentassignment (other than to Borrower), hypothecation or pledge of any Lease or of the Rents received therein (other than sales, transfers, assignments, hypothecations or pledges which is outstandingmay have been made by the tenants under the Leases). To each Individual Borrower’s 's actual knowledge after due inquiryand except as indicated on Schedule I, no Tenant tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part, other than rights of first refusal or rights of first offer described in any Leases delivered to Lender prior to the date hereof. No Tenant tenant under any Lease has any right or option for additional space in the Improvements. To Borrower's actual knowledge and except as disclosed in any environmental reports delivered to Lender in connection with the Loan, 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 actual 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, other than substances of kinds and in amounts ordinarily and customarily used or stored for the purposes of cleaning or other maintenance or operations and otherwise in compliance with applicable environmental laws.

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

Leases. No Individual (a) Mezzanine Asset Owner and Property is subject to any Leases other than Guarantor are the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete owners and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor lessors of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or Mezzanine Asset or right to occupy the same except under and pursuant to the provisions of the applicable LeasesLeases or the Permitted Encumbrances. The As of the date hereof, the current Leases are in full force and effecteffect and there are no material defaults by Mezzanine Asset Owner and Property Guarantor or, to Borrower’s knowledge any tenant under any Lease, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereundera material default under any Lease. No Rent has Not more than 10% of the Rents at any Individual Property have been paid more than one four (14) month months in advance of its due date. All security deposits As of the date hereof, there are held by no offsets or defenses to the applicable Individual Borrower in accordance with applicable lawpayment of any portion of the Rents. All As of the date hereof, all work required (if any) to be performed by the applicable Individual Borrower Mezzanine Asset Owner or Property Guarantor under each Lease as of the date hereof has been performed in all material respects as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower Mezzanine Asset Owner or Property Guarantor to any Tenant tenant has already been received by such Tenanttenant except to the extent the failure of the foregoing representation to be true is not reasonably likely to have a Material Adverse Effect. There As of the date hereof, there has been no prior sale, transfer or assignment, hypothecation or pledge of Mezzanine Asset Owner’s or Property Guarantor’s interest in any Lease or of the Rents received therein which is outstandingstill in effect. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right currently effective option (or an option that will take effect in the future) pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant tenant under any Lease has any a currently effective right (or option for additional space a right that will take effect in the Improvementsfuture) of first offer or refusal to purchase all or any part of the leased premises or the building of which the leased premises are a part. To the best of Borrower’s knowledge, no Hazardous Materials have been disposed, stored or treated by any tenant under any Lease on or about the leased premises in violation of Environmental Law nor does Mezzanine Asset Owner or Property Guarantor 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 Mezzanine Asset or each tenant’s respective business at such Individual Property or Mezzanine Asset 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 delivered to Lender in connection with the Loan.

Leases. No Individual Property is 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 Borrower shall (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of a) upon the Closing Date. With , assign to the Administrative Agent (on behalf of the Lenders) any and all Leases, including the Ground Lease, and/or all Rents payable thereunder, including, but not limited to, any Lease which is now in existence or which may be executed after the Closing Date, (b) promptly perform and fulfill, or cause to be performed and fulfilled, each and every material term and provision of the Borrower’s obligations under the Leases and the LP Borrower’s obligations under the Ground Lease, including the performance of any tenant improvement work required with respect thereto, (c) give to the Administrative Agent a copy of each notice of default given to any tenant under a Major Lease or sent by any tenant thereunder to the Borrower, including a copy of each notice of default given to the Ground Lessee by the LP Borrower or sent by the Ground Lessee to the LP Borrower, (d) consistent with good business practices and in the best interests of the affected Project, enforce its rights with regard to all Leases and the Ground Lease unless otherwise approved by the Administrative Agent, (e) use its commercially reasonable efforts to lease the Projects, (f) diligently enforce the terms of each Lease with respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All construction work to be performed by the applicable Individual tenant thereunder so that such work is performed in a manner which will cause a minimum amount of disruption to the tenants then in occupancy at any such Project and in a manner so as not to cause a default by the Borrower under each any other tenants’ Leases or provide the basis for any abatement or set off by any other tenant of the rent payable under any such Lease, or a claim by any other tenant for breach of warranty of habitability or similar claim, and the LP Borrower shall diligently enforce the terms of the Ground Lease has been with respect to any construction work to be performed as required and has been accepted by the applicable TenantGround Lessee thereunder, and (g) prior to entering into any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any new Lease or with a retail tenant provide a copy of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquirystandard form of retail lease to the Administrative Agent for review and approval, no Tenant listed on the Certified Rent Roll has assigned its Lease which approval shall not be unreasonably withheld or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsdelayed.

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

Leases. No Individual The Property is not subject to any Leases leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Roll attached as Schedule II hereto and accurate in all respects as of the Closing Datemade a part hereof. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, effect and, to each Individual Borrower’s knowledge after due inquiryKnowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiryKnowledge, except as set forth on Schedule II, no Tenant tenant listed on the Certified Rent Roll Schedule II has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in Schedule II, no tenant under any Lease has any right or option for additional space in the Improvements. To Borrower’s 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. No Individual Property The rent roll, which is subject included as part of Seller’s Deliveries, is a true, correct and complete in all material respects and sets forth a list of the Leases and Tenants, including, but not limited to, the description, by agreement and document name and date, of each Lease, together with any amendments, assignments and other documents with respect thereto. The rent roll 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 Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing Tenant which have not been fully utilized, if any. All of the Loan (information on the “Certified Rent Roll”)rent roll, which including the description of the leased premises, the rent roll and other charges payable by Tenants, the terms and options to renew, and the Security Deposits, also is true, correct and complete and accurate in all respects 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 full power and authority to assign the same to Buyer. Seller has not received written notice of the Closing Date. With any uncured event of default with respect to each Individual Property, the applicable Individual Borrower is the owner and lessor performance of landlord’s interest in any of its obligations under the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions Each of the applicable Leases. The current Leases are is in full force and effecteffect and there is no monetary or non-monetary default under any Lease by either the landlord or the tenant thereunder, andnor, to each Individual Borrowerthe best of Seller’s knowledge after due inquiryknowledge, 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. No Rent has been paid more than one (1) month in advance valid claims or rights of its due dateoffset exist with respect to the Leases. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable TenantNo Leasing 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 the applicable Individual 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 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 Lease indicating the intention of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned 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 portion interest therein. All of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant work (including all tenant improvements) to be constructed and its employees occupy such leased premises. Except as disclosed to Lender installed by Seller in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises pursuant to the Leases is complete and fully paid for and/or will be complete and fully paid for on or before the building Closing or if not an appropriate credit will be given to Buyer at the time of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsClosing.

Leases. No Individual Property is subject to any Leases other Other than the Leases described in the certified rent roll delivered to Lender in connection with the closing as set forth on that certain Due Diligence Certificate dated as of the Loan Effective Date and issued by Seller to Buyer with respect to certain matters relating to the Property (the “Certified Rent RollDue Diligence Certificate”), (a) there are no leases or occupancy agreements (excluding any subleases or licenses claiming by or through a Lease) currently in effect which rent roll is true, complete and accurate in all respects as of affect the Closing Date. With respect to each Individual Real Property, (b) all the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and(c) Seller has provided Buyer with true, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenantcorrect, and any payments, free rent, partial rent, rebate complete copies of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or all of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, Leases and (d) no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant tenant under any Lease has any right option to purchase the Property or option for additional space any portion thereof, nor any rights of first refusal with respect to the same. The Due Diligence Certificate lists all amendments to and modifications of the Leases, all base rent paid more than thirty (30) days in advance, and all Security Deposits and the form thereof. Seller further represents and warrants that, except as set forth in the Improvements.Due Diligence Certificate, (i) Seller has paid all agents’ and brokers’ commissions and fees incurred in connection with the Leases executed prior to the Effective Date (but excluding any such commissions or fees attributable to extension, renewal or expansion options under such Leases that are exercised after the Effective Date), (ii) there are no outstanding agreements entered into by Seller with brokers or agents for the payment of commissions or fees for the procurement of tenants and/or occupants that will be binding on Buyer and/or the Property after Closing, (iii) other than general landlord maintenance obligations under the Leases, there are no outstanding landlord improvement obligations under a Lease, or any tenant improvement allowances or free rent periods which remain unpaid or outstanding under any Lease, (iv) Seller has not received any notices of any items of work, repair, maintenance or construction to be completed by Seller pursuant to any Lease and, to Seller’s knowledge, there is no such work to be done, and (v) neither Seller nor any tenant under any Lease is in monetary default under any Lease, Seller has not given or received any notice of default under the Leases which has not been cured, to Seller’s actual knowledge, no material non-monetary default exists under any Leases, and Seller has no knowledge of any fact or facts which would now or with the giving of notice or the passage of time be a default under the terms thereof by Seller, as landlord under the Leases or any tenant under the Leases. ​ ​ ​

Leases. No Individual Property is subject (A) Without the prior written consent of Lender, Borrower shall not (i) enter into any Major Lease; (ii) cancel or terminate (including, without limitation, by exercise of any landlord recapture rights) any Major Lease (except to enforce any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing such Major Lease after an "event of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property default" thereunder or right to occupy the same except under and pursuant to the exercise by any tenant of any termination rights expressly provided in any existing Major Lease or Major Lease hereafter approved by Lender); (iii) approve any assignment of any Major Lease (except as required pursuant to the express terms of any existing Major Lease or Major Lease hereafter approved by Lender) that releases the original tenant from its obligations under such Major Lease, (iv) amend, modify or waive the provisions of any Major Lease in any material and adverse respect (including, without limitation, any amendment, modification or waiver reducing the applicable Leases. The current Leases are in full force and effectfixed initial term of any Major Lease, andreducing the rent payable under any Major Lease, changing any renewal provisions of any Major Lease or materially increasing the obligations of the landlord or materially decreasing the obligations of the tenant under any Major Lease or pursuant to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder which any premises covered by either party and there are no conditions that, with the passage of time such Major Lease is surrendered); or the giving of notice(v) cancel or modify any guaranty, or bothrelease any security deposit, would constitute defaults thereunder. No Rent has been paid more than one letter of credit, or other item constituting security pertaining to any Major Lease (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed except as required pursuant to the express terms of any existing Major Lease or Major Lease hereafter approved by Lender). Lender shall not unreasonably withhold, delay or condition its consent to any Major Lease transaction described in items (i) through (v) above provided that (x) no Event of Default shall have occurred and has been accepted by be continuing, (y) the applicable Tenantconditions of clauses (i) and (ii) of Subsection 5.12(B) are satisfied with respect to such proposed Major Lease and (z) in the reasonable judgment of Lender, the proposed tenant thereunder (if not then a tenant of the Property) is a reputable Person engaged in a business activity which is consistent with ordinary office building uses and with creditworthiness reasonably adequate to perform its obligations under the proposed Major Lease (taking into account any paymentssecurity, free rent, partial rent, rebate of rent guarantees or other payments, credits, allowances credit support posted or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received delivered by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsproposed tenant).

Leases. No Individual Property is subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s 's interest in the Operating Lease. Operating Lessee is the lessor under all other Leases. No Person (other than hotel guests) has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable LeasesLeases and Management Agreement. The current Leases are in full force and effect, effect and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party Borrower or, to the best of Borrower's knowledge, any tenant under any Lease, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunderunder any Lease. No Rent has been paid more than one (1) month in advance of its due date. All security deposits There are held by no offsets or defenses to the applicable Individual Borrower in accordance with applicable lawpayment of any portion of the Rents. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll 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 tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in the Leases, no tenant under any Lease has any right or option for additional space in the Improvements. To the best of Borrower's knowledge, no Hazardous Materials have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower or Operating Lessee 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 Property or each tenant's respective business at the Property as set forth in their respective Leases, (B) held by a tenant for sale to the public in its ordinary course of business, or (C) fully disclosed to and approved by Lender in writing pursuant to the Environmental Reports.

Leases. No Individual The Property is not subject to any Leases leases other than the Operating Lease and the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)listed on Schedule I attached hereto and made a part hereof, which rent roll list is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Mortgage Borrower or Operating Company is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable LeasesOperating Lease and the Lease (the foregoing does not include transient hotel guests or attendees of banquet events). The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, effect and there are no material defaults thereunder by either party and to the knowledge of Borrower, Mortgage Borrower, Senior Mezzanine Borrower and their respective Affiliates (including without limitation, Affiliated Manager), there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Mortgage Borrower or Operating Company in accordance with applicable law. All work to be performed by the applicable Individual Mortgage Borrower or Operating Company under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Mortgage Borrower or Operating Company to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no No Tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Except as set forth on Schedule I hereto, no Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. No Individual Property is subject to any Leases other than The real property demised by the Leases leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan on Schedule 3.13.2 (the “Certified Rent RollLeased Real Property”), which rent roll is true, complete ) constitutes all of the real property leased by the Acquired Companies and accurate in all respects their Subsidiaries as of the Closing Datedate of this Agreement. With respect to Schedule 3.13.2 accurately sets forth for each Individual Leased Real Property: (i) the street address of the subject Leased Real Property, (ii) the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions date of the applicable Leaseslease, sublease or other occupancy right, (iii) the name of the parties thereto and (iv) each amendment thereto. The current Leases Except as set forth on Schedule 3.13.2, as of the date of this Agreement, the Leased Real Property leases are in full force and effect, andand an Acquired Company or a Subsidiary of an Acquired Company holds a valid and existing leasehold interest under each such lease, subject to proper authorization and execution of such lease by each other party thereto and the application of any bankruptcy or creditor’s rights laws. The Acquired Companies have delivered or made available to Crane copies of each of the leases described on Schedule 3.13.2, and none of such leases has been modified in any material respect, except to the extent that such modifications are disclosed by the copies delivered or made available to the Buyers. No Acquired Company or any of its Subsidiaries is in default in any material respect under any of such leases, and to the Acquired Companies Knowledge and as of the date of this Agreement, no counterparty to any such lease is in default thereunder in any material respect. With respect to each Individual Borrower’s knowledge after due inquirysuch lease, there are as of the date of this Agreement, no defaults thereunder by either party and there are no conditions that, with the passage of time Acquired Company or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance any of its due date. All security deposits are held Subsidiaries has exercised or given any notice of exercise of, nor has any lessor or landlord exercised or given any notice of exercise by such party of, any option, right of first offer or right of first refusal contained in any such lease to purchase the applicable Individual Borrower in accordance with applicable lawLeased Real Property. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or Each lease of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on Leased Real Property grants the Certified Rent Roll has assigned its Lease or sublet all or any portion of tenant under the lease the exclusive right to use and occupy the demised premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsthereunder.

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

Leases. No Individual Property is Borrower shall only execute Leases on the form of tenant lease approved by Lender (the “Commercial Form Lease”) as part of the Closing, subject to commercially reasonable negotiations with any Leases other than such Tenant. Borrower shall not, without the Leases described prior written consent of Lender, in Lender’s sole reasonable discretion, materially amend, modify or alter the certified rent roll delivered Commercial Form Lease. Any change to the Commercial Form Lease affecting the tenant’s insurance, the tenant’s obligation to reimburse the landlord for the cost of taxes, insurance or operating expenses, the use of insurance or condemnation proceeds, granting any right with respect to the purchase of any part of the Property (including without limitation, any right of first offer or refusal or purchase option), or reducing Lender’s rights shall be deemed to be “material” and may not be made without Lender’s consent. If any new Lease is on a form that includes automatic subordination and attornment language consistent with the Commercial Form Lease, then Lender shall not require a subordination, non-disturbance and attornment agreement. If Borrower requests Lender to review and/or execute any non-disturbance and attornment agreements with future tenants of the Property (as applicable), Lender will only enter into such agreements which are on Lender’s then-current standard form of such agreement or form approved by Lender in connection with any commercial lease now or hereafter affecting the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all whole or any part of the leased premises Property. Any other form or changes to Lender’s then-current standard form submitted by Borrower or tenant are subject to Lender’s review, in Lender’s sole discretion, and shall be subject to payment by Borrower of Lender’s reasonable legal fees (internal or external counsel) for such review. All Leases must (i) be at competitive market rents and (ii) contain a written provision acceptable to Lender whereby all rights of the building of which tenant under the leased premises Lease are a part. No Tenant under any Lease has any right or option for additional space subordinated to the Liens granted in the ImprovementsLoan Documents or may be made superior to the lien of the Security Instrument at Lender’s option. Borrower shall not enter into or modify any Major Tenant Lease without obtaining Lender’s prior written consent.

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

Leases. No Individual The Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Schedule I attached hereto and accurate in all respects as of the Closing Datemade a part hereof. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable LeasesLeases and the Operating Lease. The current Leases and the Operating Lease are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Leases and the Operating Lease delivered to Lender are true and complete, and there are no oral agreements with Borrower or Operating Tenant 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 the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower landlord/lessor under each Lease and the Operating 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 the applicable Individual Borrower landlord/lessor 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 the Operating Lease or of the Rents received therein which that is outstandingstill in effect. To each Individual Borrower’s knowledge after due inquiry, no Tenant No tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such tenant or Operating Tenant holds its leased premises under assignment or sublease, nor does anyone except such tenant or Operating Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease or the Operating Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building Property of which the leased premises are a part. No Tenant tenant under any Lease or the Operating Lease has any right or option for additional space in the Improvements. To the best of Borrower’s knowledge, Operating Tenant is a Taxable REIT Subsidiary as defined in Section 856(l) of the Code.

Leases. No Individual 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 hereto as Schedule I and made a part hereof, which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The Except as otherwise disclosed to Lender in Schedule I, the current Leases are in full force and effect, and, and to each Individual Borrower’s knowledge after due inquiryknowledge, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Leases and any related guaranty (including all amendments thereto) delivered to Lender are accurate, true and complete, and there are no oral agreements with respect thereto. Except as otherwise disclosed to Lender in Schedule I, each tenant under a Lease has entered into occupancy of the demised premises under such Lease. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All Except as otherwise disclosed to Lender in Schedule I, all work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant tenant has already been received by such Tenanttenant to the extent due. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To each Individual Borrower’s knowledge after due inquiryknowledge, no Tenant tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under Lease provides any Lease has any party with the right to obtain a Lien upon the Property superior to the Lien of the Security Instrument. To Borrower’s knowledge and belief, each tenant is free from bankruptcy, reorganization or option arrangement proceedings or a general assignment for additional space in the Improvementsbenefit of creditors.

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

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

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

Leases. No Individual Property is 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 An accurate and complete Rent Roll”), which rent roll is true, complete and accurate in all respects Roll as of the Closing Date. With date of inclusion of each Unencumbered Asset Pool Property in the Unencumbered Asset Pool with respect to each Individual Property, all Leases of any portion of the applicable Individual Borrower is Unencumbered Asset Pool Properties has been provided to the owner and lessor Agent. As of landlord’s interest the date of delivery of such Rent Roll upon inclusion of a Unencumbered Asset Pool Property in the Leases. No Person has Unencumbered Asset Pool, no tenant or licensee under any possessory interest in Lease is entitled to any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, creditscredit, allowances offset or abatements required to be given by 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, as of the date of inclusion of the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior saleUnencumbered Asset Pool Property in the Unencumbered Asset Pool, transfer or assignment, hypothecation or pledge the Leases of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised therebyUnencumbered Asset Pool are in full force and effect in accordance with their respective terms, no such Tenant holds its leased premises under assignment without any payment default or subleaseto the knowledge of the Borrower and the Guarantors any other material default thereunder, nor does anyone to the knowledge of the Borrower and the Guarantors are there any defenses, counterclaims, offsets, concessions or rebates available to any tenant or licensee thereunder, and except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender reflected in writingSchedule 6.22, no Tenant under the Borrower has not given or made, any Lease has a right notice of any payment or option pursuant to such Lease or otherwise to purchase all other material default, or any part claim, which remains uncured or unsatisfied, with respect to any of the leased premises Leases, and to the knowledge of the Borrower and the Guarantors there is no basis for any such claim or the building notice of which the leased premises are a partmaterial default by tenant or licensee. No Tenant under any property other than the Unencumbered Asset Pool Property which is the subject of the applicable Lease has any right is necessary to comply with the requirements (including, without limitation, parking requirements) contained in such Lease. The Borrower or option for additional space a Subsidiary Guarantor is the holder of the lessor’s, landlord’s or licensor’s interest in and to all of the Leases of the Unencumbered Asset Pool Properties owned by it, except that both a Subsidiary Guarantor and Borrower hold the lessor’s, landlord’s or licensor’s 113 interests in the Improvementsagreements described in the definition of “Nokia Agreement” in §1.1.

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

Leases. No Individual Property is subject to any (a) Any and all Material Leases other than the or Joint Venture Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised therebyProperty (other than Resident Agreements) may only be entered into with the prior written consent of the Agent. All Resident Agreements (to the extent that the form thereof is not mandated by Governmental Authorities) and non-Material Leases shall be entered into on the Mortgagor's or ALS' standard form, no pre-approved by Agent. Unless otherwise agreed to by Agent, Leases shall (i) be at market rents, (ii) other than Resident Agreements, be subordinate to the lien of this Mortgage (provided that Joint Venture Leases and Material Leases shall be subordinate to the lien of this Mortgage pursuant to the terms of such Tenant holds its leased premises Leases or subordination agreements acceptable to the Agent (but in all cases there shall be nondisturbance provisions for Joint Venture Leases and, if acceptable to the Agent, for other Material Leases)), (iii) other than Resident Agreements, contain attornment language requiring each tenant to attorn to any subsequent purchaser of the Property, (iv) other than with respect to Joint Venture Leases and other than with respect to Material Leases with respect to which the Agent has agreed to a nondisturbance provision, not contain non-disturbance language entitling such tenant to remain at the Property after any sale of such Property, and shall be in all other respects acceptable to the Agent. At any time, within thirty (30) days after Notice from the Agent, the Mortgagor or ALS will deliver to the Agent a written description in such reasonable detail as the Agent may request of all of the Leases, including, without limitation, the names of all tenants, the terms of all Leases and the Rents payable under assignment or subleaseall Leases, nor does anyone except and, on demand, the Agent will furnish to the Agent fully executed copies of any Leases and such Tenant subordination and its employees occupy such leased premisesattornment agreements as the Agent may request in accordance with the foregoing provision. Except as disclosed to Lender in writing, no Tenant under If any Lease has a provides for the giving by the tenant of certificates with respect to the status of such Lease, the Mortgagor or ALS (as required) shall exercise its right to require such certificate within ten (10) days after any request by the Agent. Within thirty (30) days after any request by the Agent, the Mortgagor or option ALS (as required) will notify all tenants under existing Leases, and agrees to thereafter notify all tenants under future Leases, that (i) the Mortgagor and/or ALS collect and receive all Rents pursuant to the license granted to it hereunder, and (ii) upon Notice from the Agent that such Lease or otherwise license has been revoked, the tenant shall pay all unpaid Rent directly to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsAgent.

Leases. No Individual Property is subject The Borrower has delivered to any Leases other than the Agent true copies of the Leases described in the certified rent roll and any amendments thereto relating to each Mortgaged Property required to be delivered to Lender in connection with the closing as a part of the Loan (the “Certified Eligible Real Estate Qualification Documents. An accurate and complete Rent Roll”), which rent roll is true, complete and accurate in all respects Roll for each Mortgaged Property as of the Closing Date. With date of inclusion of each Mortgaged Property in Borrowing Base Availability with respect to each Individual Property, all Leases of any portion of the applicable Individual Borrower is Mortgaged Property has been provided to the owner 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 lessor of landlord’s interest in the LeasesBuilding relating thereto. No Person has Except as reflected on such Rent Roll or on Schedule 6.21 no tenant under any possessory interest in Lease of any Individual Property or right to occupy the same except under and pursuant to the provisions portion of the applicable Leases. The current Leases are in full force and effect, and, Mortgaged Property is entitled to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, creditscredit, allowances offset or deduction in rent, including, without limitation, lease support payments, lease buy-outs or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisescredits. Except as disclosed set forth in Schedule 6.21, the Leases of each Mortgaged Property are, as of the date of addition of the applicable Mortgaged Property in the calculation of Borrowing Base Availability, in full force and effect in accordance with their respective terms, without any payment default or any other material default thereunder, nor are there any defenses, counterclaims, offsets, concessions or rebates available to Lender any tenant thereunder, and, except as reflected in writingSchedule 6.21, as of the date of addition of the applicable Mortgaged Property to the calculation of Borrowing Base Availability, neither the Borrower nor any Guarantor has given or made, any notice of any payment or other material default, or any claim, which remains uncured or unsatisfied, with respect to any of the Leases, and to the knowledge and belief of the Borrower, there is no basis for any such claim or notice of default by any tenant. Except as reflected in Schedule 6.21, as of the date of addition of the applicable Mortgaged Property to the calculation of Borrowing Base Availability, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part property, other than the Mortgaged Property which is the subject of the leased premises or applicable Lease, is necessary to comply with the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space requirements (including, without limitation, parking requirements) contained in the Improvementssuch Lease.

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

Leases. No Individual Property Borrower shall not permit Mortgage Borrower to enter into a proposed Lease or a proposed renewal, extension (other than a renewal or extension that is subject being unilaterally exercised by a tenant pursuant to the terms of an existing Lease, with respect to which Lender shall not have any consent rights) or modification of an existing Lease without the prior written consent of Lender, which consent shall not, so long as no Event of Default is continuing, be unreasonably withheld or delayed. Prior to seeking Lender’s consent to any Lease, Borrower shall, or shall cause Mortgage Borrower to, deliver to Lender a copy of such proposed lease (a “Proposed Lease”) and, if such Proposed Lease is based on the standard form of Lease approved by Lender, blacklined to show changes from the standard form of Lease approved by Lender and then being used by Mortgage Borrower. Lender shall approve or disapprove each Proposed Lease or proposed renewal, extension or modification of an existing Lease for which Lender’s approval is required under this Agreement within 10 Business Days of the submission by Borrower or Mortgage Borrower to Lender of a written request for such approval, accompanied by a final copy of the Proposed Lease or proposed renewal, extension or modification of an existing Lease. If requested by Borrower, Lender will grant conditional approvals of Proposed Leases other than or proposed renewals, extensions or modifications of existing Leases at any stage of the Leases described in leasing process, from initial “term sheet” through negotiated lease drafts, provided that Lender shall retain the certified rent roll delivered right to disapprove any such Proposed Lease or proposed renewal, extension or modification of an existing Lease, if subsequent to any preliminary approval material changes are made to the terms previously approved by Lender, or additional material terms are added that had not previously been considered and approved by Lender in connection with such Proposed Lease or proposed renewal, extension or modification of an existing Lease. Provided that no Event of Default is continuing, if Borrower provides Lender with a written request for approval (which written request shall be marked in bold lettering with the closing following: “LENDER’S RESPONSE IS REQUIRED WITHIN TEN (10) BUSINESS DAYS OF RECEIPT OF THIS NOTICE PURSUANT TO THE TERMS OF SECTION 5.10.2 OF A LOAN AGREEMENT BETWEEN THE UNDERSIGNED AND LENDER” and the envelope containing the request must be marked “PRIORITY”, and explicitly state that failure by Lender to approve or disapprove within 10 Business Days will constitute a deemed approval) and Lender fails to reject the request in writing delivered to Borrower within 10 Business Days after receipt by Lender of the Loan (request, the “Certified Rent Roll”)Proposed Lease or proposed renewal, which rent roll is trueextension or modification of an existing Lease shall be deemed approved by Lender, complete and accurate Borrower shall be entitled to permit Mortgage Borrower to enter into such Proposed Lease or proposed renewal, extension or modification of an existing Lease. Notwithstanding anything to the contrary in all respects as this Section 5.10, unless expressly agreed to in writing by Lender or unless Lender’s approval of the Closing Date. With respect to each Individual PropertyCapital Expense budget described in Section 5.10.3 hereof is given, the applicable Individual Borrower is the owner and lessor any approval or deemed approval by Lender of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property a proposed Lease or right to occupy the same except under and proposed renewal, extension or modification of an existing Lease pursuant to the provisions this Section 5.10 shall not be deemed to constitute (in and of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder itself) an approval or deemed approval by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge Lender of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender Approved Leasing Expenses in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsconnection therewith.

Leases. No Individual The Mortgaged Property is not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender Mortgagee in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leasesthis Mortgage. No Person person has any possessory interest in any Individual the Mortgaged Property or right to occupy the same except under and pursuant to the provisions of the applicable LeasesLeases or any of the Permitted Exceptions. The current As of the date hereof, (i) the Mortgagor is the owner and holder of the landlord's interest under each Lease; (ii) there are no prior assignments of any Lease or any portion of Rents which are presently outstanding and have priority over the Assignment of Leases and Rents (the "Assignment of Leases and Rents"), dated the date hereof, given by Mortgagor to Mortgagee and intended to be duly recorded; (iii) no Lease has been modified or amended and all Leases are in full force and effect, andexcept as disclosed to Mortgagee in writing on the date hereof; (iv) each Lease is in full force and effect; (v) neither Mortgagor nor any tenant under any Lease is in default under any of the terms, to each Individual Borrower’s knowledge after due inquirycovenants or provisions of the Lease, there are and Mortgagor 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. No Rent has an event of default under any Lease; (vi) there are no offsets or defenses to the payment of any portion of the Rents; (vii) all Rents due and payable under each Lease have been paid in full and no said Rents have been paid more than one (1) month in advance of its the due date. All security deposits dates thereof; (viii) Mortgagor has not received any notice that any tenant of the Mortgaged Property intends to vacate their respective demised premises or otherwise cease operating at the Mortgaged Property and Mortgagor has no knowledge that any of the tenants of the Mortgaged Property intend to vacate their respective demised premises or otherwise cease operating at the Mortgaged Property; and (viii) none of the Leases at the Mortgaged Property are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower subject to any Tenant has already been received by such Tenant. There has been no prior saleactions, transfer whether voluntary or assignmentotherwise, hypothecation against the tenants thereunder under the bankruptcy or pledge of any Lease or insolvency laws of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all United States or any portion state and to the best of the premises demised therebyMortgagor's knowledge, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsactions have been threatened.

Leases. No Individual Property is The Properties are not subject to any Leases other than the Master Leases and any other Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete on Schedule II attached hereto and accurate in all respects as of the Closing Datemade a part hereof. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s 's interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingtherein. To each Individual Borrower’s knowledge after due inquiry, no No Master Tenant or other tenant listed on the Certified Rent Roll Schedule II has assigned its Lease or sublet all or any portion of the premises demised thereby, no Master Tenant or such Tenant other tenant holds its leased premises under assignment or sublease, nor does anyone except the related Master Tenant or such Tenant other tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease (other than American Multi-Cinema, Inc., as to its rights of first offer and rights of first refusal pursuant to the Master Leases under which it is the Master Tenant) has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements. To the best knowledge of Borrower, 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, -38- 42 disposal or transportation of any petroleum product or any toxic or hazardous chemical, material, substance or waste.

Leases. No Individual Property is subject Each Borrower covenants that it shall enforce in a commercially reasonable manner all of its rights under the Leases and it shall not take any action, or fail to take any action, which would cause a default by a Borrower under any of the Leases. In the event that any Borrower receives any written request for its consent or approval pursuant to any Leases other than of the Leases described Leases, such Borrower shall promptly deliver a copy of such request (together with any documentation and information supporting such request) to Agent. If such consent or approval involves any Material Lease Modification (as defined in the certified rent roll delivered subsection 6.1.2 below), then no Borrower shall grant its consent or approval pursuant to Lender such request unless Agent has also granted its written approval, which approval shall not be unreasonably withheld or delayed. Each Borrower shall promptly deliver to Agent copies of any financial statements received by such Borrower in connection with the closing Leases, including without limitation, financial statements, budgets, reports and other financial information of tenants, subtenants and guarantors. Agent shall have no obligation to notify Borrowers if any rent payment is late or if a rent payment is made in an amount other than the amount due under the applicable Lease. Each Borrower shall also deliver to Agent any letters of credit which have been delivered to such Borrower by any tenant under any of the Loan (the “Certified Rent Roll”)Leases, which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect each Borrower hereby grants to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory Agent a security interest in any Individual Property or right to occupy the same except under and pursuant to the provisions such letters of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due datecredit. All security deposits are held Leases shall be on forms previously approved by the applicable Individual Borrower in accordance with applicable lawAgent. All work Borrowers shall not be authorized to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and enter into any payments, free rent, partial rent, rebate ground lease of rent or other payments, credits, allowances or abatements required any Property without Agent's prior written approval. If Agent consents to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or the renewal of any existing Lease, then such Lease shall either be in the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiryform approved by Agent under Section 3.7 above or substantially similar to the form of lease attached hereto as Exhibit 6.1.5(b), no Tenant listed on and at Agent's request, Borrowers shall cause the Certified Rent Roll has assigned its Lease or sublet all or any portion tenant thereunder to execute a subordination and attornment agreement in form and substance reasonably satisfactory to Agent prior to Borrowers' execution of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsrenewal.

Leases. No Individual Property is subject The Borrower has delivered to any Leases other than the Administrative Agent true copies of the Leases described in the certified rent roll and any amendments thereto relating to each Mortgaged Property and which are required to be delivered to Lender in connection with the closing as a part of the Loan (Eligible Real Estate Qualification Documents prior to the “Certified acceptance of such Real Estate Asset as a Mortgaged Property. An accurate and complete Rent Roll”), which rent roll is true, complete and accurate in all respects Roll as of the Closing Date. With date of inclusion of each Mortgaged Property in the Borrowing Base with respect to each Individual Property, all Leases of any portion of the applicable Individual Borrower is Mortgaged Property has been provided to the owner Administrative 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 lessor of landlord’s interest in the LeasesBuilding relating thereto. No Person has Except as reflected on such Rent Roll or on Schedule 6.25 no tenant under any possessory interest in Lease is entitled to any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, creditscredit, allowances offset or deduction in rent, including, without limitation, lease support payments, lease buy-outs or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisescredits. Except as disclosed set forth in Schedule 6.25, the Leases reflected therein are, as of the date of inclusion of the applicable Mortgaged Property in the Borrowing Base, in full force and effect in accordance with their respective terms, without any payment default (other than as a result of a dispute over any charges assessed within the previous six (6) months) or any other material default by any tenant thereunder, nor are there any defenses, counterclaims, offsets, concessions or rebates available to Lender any tenant thereunder, and, except as reflected in writingSchedule 6.25, neither the Borrower nor any Guarantor has given or made, any notice of any payment or other material default, or any claim, which remains uncured or unsatisfied, with respect to any of the Leases, and to the best of the knowledge and belief of the Borrower, there is no basis for any such claim or notice of default by any tenant. Except as reflected in Schedule 6.25, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part property, other than the Mortgaged Property which is the subject of the leased premises or applicable Lease, is necessary to comply with the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space requirements (including, without limitation, parking requirements) contained in the Improvementssuch Lease.

Leases. No Individual The Property is not subject to any Leases other than the Anchor Tenant Lease (and subleases permitted under the Anchor Tenant Lease) and the other Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan identified on Schedule II hereof (the “Certified Rent RollOther Leases”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With ) (with respect to each Individual Property, which Borrower has assigned to Anchor Tenant the applicable Individual Borrower is the owner right to collect and lessor of landlord’s interest in the Leasesretain all rent thereunder). No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable Anchor Tenant Lease and the Other Leases. The current Leases are Anchor Tenant Lease is in full force and effect, and, effect and to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under the Anchor Tenant Lease and each Other Lease has been performed as required and has been accepted by the Anchor Tenant or any other applicable Tenant, and any payments, free rent, partial rent, . rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Anchor Tenant has already been received by such Anchor Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Anchor Tenant listed on has not assigned the Certified Rent Roll has assigned its Anchor Tenant 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 Anchor Tenant and its employees occupy such leased premisespremises (other than the tenants under the Other Leases). Except as disclosed to Lender in writing, no Anchor Tenant under any Lease has does not have a right or option pursuant to such the Anchor Tenant Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a partpart other than the right of first refusal described in Article 4 of the Anchor Tenant Lease. No Tenant under any Lease has any right or option for additional space Except as disclosed in the ImprovementsEnvironmental Report delivered to Lender in connection herewith, to Borrower’s actual 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 Anchor Tenant on or about the leased premises nor does Borrower have any knowledge of Anchor 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. The guaranty of the Anchor Tenant Lease executed by Anchor Lease Guarantor is in full force and effect.

Leases. No Individual Property is The Properties are not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)covering 3000 square feet or more. Each Borrower or IDOT Guarantor, which rent roll as applicable, is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the an owner and lessor of landlord’s interest in under an Operating Lease. Each Operating Lease is absolutely and unconditionally subordinate to the Leasesliens, security interests and other rights of Lender under the Loan Documents. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases and the Operating Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Leases delivered to Lender are true and complete, and there are no oral agreements with any Borrower, or IDOT Guarantor, or Operating Tenant 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 the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower or IDOT Guarantor, as applicable, 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 the applicable Individual Borrower or IDOT Guarantor, as applicable, to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll 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. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements.

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

Leases. No Individual Property is The Properties are not subject to any Leases in excess of three thousand (3,000) square feet other than (a) the Leases described in Schedule III attached hereto and made a part hereof, and (b) the certified rent roll delivered to Lender Operating Leases. Mortgage Borrower is the owner and lessor of landlord’s interest in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Operating Leases and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower Operating Lessee is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No To the best of Borrower’s knowledge, no Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by To the applicable Individual Borrower in accordance with applicable law. All best of Borrower’s knowledge, all work to be performed by the applicable Individual Mortgage Borrower or Operating Lessee under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Mortgage Borrower or Operating Lessee to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To each Individual the best of Borrower’s knowledge after due inquiryknowledge, no Tenant tenant listed on the Certified Rent Roll Schedule III has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant To the best of Borrower’s knowledge, no tenant under any Lease has any right or option for additional space in the Improvements.

Leases. No Individual Property is subject to The Mortgagor shall observe and perform all the obligations imposed upon the Mortgagor under any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing lease of the Loan (Real Property or any portion thereof, and shall not do or permit to be done anything which would impair the “Certified Rent Roll”)security of any such lease to the Mortgagee, which rent roll is truenor cancel or change any terms, complete and accurate in all respects as conditions or covenants of any lease of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Real Property or right to occupy any portion thereof without the same except under and pursuant to the provisions prior written consent of the applicable Leases. The current Leases are in full force and effectMortgagee, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage nor execute any lease providing for payment of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid rent for more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or subleaseadvance, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under receive rent from any Lease has a right or option pursuant to such Lease or otherwise to purchase tenant of all or any part of the leased premises Real Property for more than one month in advance without the prior written consent of the Mortgagee. The Mortgagee agrees not to unreasonably withhold its consent to any change, cancellation of the covenants of any Lease, any change in the condition of the Premises, or concerning the building execution of which a Lease providing for payment of rent for more than one month in advance. The Mortgagor agrees to hold in trust for the leased premises are a partbenefit of the Mortgagee any such advance rent in excess of one month received by the Mortgagor. The Mortgagor agrees to send to the Mortgagee any notice of default given by the Mortgagor to any lessee or occupant of the Real Property and any notice of default received by the mortgagor from any tenant or other occupant of the Real Property, and to give prompt written notice to the Mortgagee of any material default on the part of any tenant or other occupant of the Real Property, whether or not the Mortgagor has given notice of such condition to the tenant or occupant in default. No Tenant tenant or occupant under any Lease has lease of the Real Property which is subordinate to this Mortgage shall be entitled to terminate such tenant's or occupant's lease without giving the Mortgagee written notice of the Mortgagor's default under such lease and, if Mortgagor fails to cure any default within the applicable grace period, if any, contained in said lease, giving Mortgagee an additional reasonable period of time to cure such default. In no event shall the Mortgagee have any liability to any tenant or occupant for any default by Mortgagor or for the return of any security deposit given to the Mortgagor and in no event shall the Mortgagee be subject to any setoff, defense or claim which any tenant or occupant may have against the Mortgagor. Any tenant or occupant of the Real Property shall, promptly after receipt of a request from the Mortgagee made at any time prior to foreclosure of this Mortgage, execute, acknowledge and deliver to the Mortgagee such instrument as the Mortgagee may reasonably request agreeing to attorn to the Mortgagee, at the election of the Mortgagee, after the foreclosure of this Mortgage. The Mortgagee shall have the right to subordinate this Mortgage and its rights hereunder to any lease of the Real Property or option for additional space any portion thereof which is subordinate to this Mortgage, except that the Mortgagee shall be entitled to expressly exclude from such subordination the Mortgagee's rights to insurance proceeds and eminent domain awards in the Improvementsevent of a loss or casualty or eminent domain taking of the Mortgaged Property or any portion thereof. If the Mortgagee executes and records an instrument which purports to effect a partial or complete subordination of this Mortgage to any lease which is subordinate to this Mortgage, such lease shall not be terminated by a foreclosure of this Mortgage, but any rights of the Mortgagee to insurance proceeds or eminent domain awards which are expressly excluded from such subordination shall remain superior to the rights of the tenant under such lease.

Leases. No Individual (a) The Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects Roll attached as of the Closing DateSchedule I hereto. With respect to each Individual Property, the applicable Individual Borrower Xxxxxxxx is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, effect and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party Borrower or 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. No Rent has been paid more than one (1) month in advance of its due date. All security deposits There are held by no offsets or defenses to the applicable Individual Borrower in accordance with applicable lawpayment of any portion of the Rents. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To each Individual Borrower’s knowledge after due inquiryExcept as described on Schedule I, no Tenant listed on the Certified Rent Roll tenant under any Lease has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements.. No Hazardous Materials have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower have any knowledge of any tenant’s intention to use its leased premises for any activity which, directly or indirectly, involves the use, generation, treatment, storage, disposal or transportation of any Hazardous Materials, except those that are both (i) in compliance with current Environmental Laws and with permits issued pursuant thereto (if such permits are required), and (ii) either (A) in amounts not in excess of that necessary to operate, clean, repair and maintain the Property or each tenant’s respective business at the 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 Report. 4.1.28

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

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

Leases. No Individual Property is subject The Borrower has delivered to any Leases other than the Agent true and complete copies of the Leases described in the certified rent roll and any amendments thereto relating to each Collateral Property required to be delivered to Lender in connection with the closing as a part of the Loan (Eligible Real Estate Qualification Documents as of the “Certified date required under this Agreement. An accurate and complete Rent Roll”), which rent roll is true, complete and accurate Roll in all material respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor date of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions inclusion of the applicable LeasesReal Estate as Collateral Property with respect to all Leases of any portion of the Collateral Property has been provided to the Agent. The current Leases are previously delivered to Agent as described in full force the preceding sentence constitute as of the date thereof the sole material agreements relating to leasing or licensing of space at such Collateral Property and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with in the passage of time or the giving of notice, or both, would constitute defaults thereunderBuilding relating thereto. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work tenant under any Lease is entitled to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent 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 Real Estate as Collateral Property, 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, neither Borrower nor any Subsidiary of 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 the applicable Individual 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 Borrower and the Subsidiary Guarantors, there is no basis for any such claim or notice of default by such Tenantany tenant. There has been Borrower knows of no prior sale, transfer condition which with the giving of notice or assignment, hypothecation the passage of time or pledge both would constitute a default on the part of any tenant with respect to the material terms under a Lease or of the Rents received therein respective Borrower as landlord under the Lease. No security deposit or advance rental or fee payment (more than two (2) months in advance) has been made by any lessee or licensor under the Leases except as may be specifically designated in the copies of the Leases furnished to the Agent or as otherwise disclosed to Agent in writing. No property other than the Collateral Property which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion subject of the premises demised therebyapplicable Lease is necessary to comply with the requirements (including, no without limitation, parking requirements) contained in such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLease.

Leases. No Individual Property is The Properties are not subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)attached hereto as Schedule IV and made a part hereof, which rent roll is true, complete and accurate in all material respects as of the Closing Date. With The copies of the Leases and any related guaranty (including all amendments thereto) delivered to Lender are accurate, true and complete, and there are no oral agreements with respect to each Individual Property, the applicable Individual thereto. Mortgage Borrower or Operating Lessee (as applicable) is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in the Collateral or any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable LeasesLeases (and the Ground Lease, the Master Lease and the Operating Lease). The current Leases are in full force and effect, and, effect and Mortgage Borrower or Operating Lessee as Landlord has not delivered notice of default to each Individual Borrower’s knowledge after due inquiry, there are no defaults any Tenant that remains outstanding beyond the expiration of all notice and cure periods 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. No Rent has been paid more than one (1) month in advance of its due datedate other than first month’s Rent and any security deposit. All security deposits are held by the applicable Individual Mortgage Borrower or Operating Lessee (as applicable) in accordance with applicable law. All Except for any tenant improvement, rent concessions, rebates, leasing commissions or other payments, credits, allowances or abatements previously disclosed to Lender in writing, all work to be performed by the applicable Individual Mortgage Borrower or Operating Lessee under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Mortgage Borrower or Operating Lessee to any Tenant tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge by Mortgage Borrower or Operating Lessee of Mortgage Borrower’s or Operating Lessee’s interest (as applicable) in any Lease or of the Rents received therein which is outstandingstill in effect. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. No Borrower shall not execute (or permit Mortgage Borrower or Maryland Owner to execute) any Lease for all or any portion of any Individual Property is (a “New Lease”), except for the Master Lease, the Operating Lease and any Non-Material Lease, without Lender’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed. Borrower shall cause to be performed at all times promptly and faithfully in all material respects and subject to any Leases other than grace and cure periods set forth therein, if any, all of the Leases described material covenants, conditions and agreements contained in the certified rent roll delivered Master Lease, now or hereafter existing, on the part of the landlord and tenant thereunder to Lender be kept and performed. Borrower shall not permit Mortgage Borrower or Maryland Owner to do or cause to be done or to be suffered to be done any act that would reasonably be expected to result in a default by Mortgage Borrower or Maryland Owner under the Master Lease, a default by Master Tenant under any Operating Lease or permit the Master Tenant or the Operator thereunder to withhold any payment of Rent and, shall not assign, sublet or otherwise Transfer, except for Permitted Encumbrances, or permit the assignment, sublet or other Transfer of, the Master Lease or the Operating Lease or any Rents thereunder or other payments. Borrower, at no cost or expense to Lender, shall cause to be performed and observed each and every material condition and covenant under the Master Lease to be performed or observed by the landlord thereunder and enforce (short of termination) the performance and observance by Master Tenant of each and every material condition and covenant under the Master Lease to be performed or observed by the tenant thereunder, and shall, through the exercise of its rights under the Master Lease, cause the Master Tenant to enforce (short of termination) the performance and observance by the Operator of each and every material covenant and condition under the Operating Lease to be performed by the tenant thereunder. Borrower shall not, without the prior written consent of Lender, permit the modification, amendment, supplement or restatement of the Master Lease or the Operating Lease (provided, however, that an Operating Lease may be terminated and/or surrendered and the Master Lease may be amended to reflect same solely in connection with the closing a Permitted Release, Unlicensed Facility Release, Affected Property Release, Limited Cure Release or substitution of an Individual Property pursuant to Sections 2.6, 5.1.28, 6.4(d), 8.1(c) and 2.5 of the Mortgage Loan (the “Certified Rent Roll”)Agreement, which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under respectively and pursuant to Sections 2.6, 5.1.33, 8.1(c) and 2.5 hereof), or permit the provisions termination or surrender of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time Master Lease or the giving of noticeOperating Lease, or bothpermit the release or waiver of the Master Tenant or the Operator from the performance or observance of any material obligation or condition under the Leases (other than Non-Material Leases), would constitute defaults thereunderand at all times during the term of the Loan, and each Operator shall guaranty the payment obligations of each other Operator under its respective Operating Lease. No Rent has been paid Except with respect to occupancy or residency agreements for residents at the Facilities and Non-Material Leases, Borrower shall not permit the prepayment of any rents under the Leases for more than one (1) month prior to the due date thereof. Notwithstanding the foregoing, Lender shall not unreasonably withhold its consent to any modification, amendment or waiver of any provision of an Operating Lease or the Master Lease as may be reasonably necessary to comply with the requirements of this Agreement, any other Loan Document or any Mortgage Loan Document, any Legal Requirement or Health Care Requirement, or that makes the provisions of the Operating Lease and/or the Master Lease consistent with the provisions of this Agreement, any other Loan Document or any Mortgage Loan Document. Notwithstanding anything contained in advance this Section 5.1.22 to the contrary, (a) Lender’s consent to any material amendment, modification, supplement or restatement of its due date. All security deposits are held the Master Lease shall also be conditioned on (1) the delivery by Borrower of an Additional Insolvency Opinion and an Additional True-Lease Opinion acceptable to Lender and (2) the satisfaction of the applicable Individual Borrower in accordance with applicable law. All work REIT Representations and Covenants related to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable TenantLeases, and (b) Lender’s consent to (i) any paymentsNew Lease other than Non-Material Leases, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to (ii) any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge assignment of any Lease (or of any interest therein) or (iii) any material amendment, material modification, material supplement or material restatement of any Lease (other than Non-Material Leases) shall also be conditioned on (1) the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on delivery by Borrower of an Additional Insolvency Opinion and an Additional True-Lease Opinion acceptable to Lender and (2) the Certified Rent Roll has assigned its Lease or sublet all or any portion satisfaction of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant applicable REIT Representations and its employees occupy such leased premises. Except as disclosed Covenants related to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLeases.

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

Leases. No Individual Property is The Properties are not subject to any Leases other ------ than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Schedule II attached hereto and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner made a part hereof ----------- and lessor of landlord’s interest in the Leasessubleases or assignments thereunder. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable LeasesLeases and subleases or assignments permitted thereunder. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, effect and there are no material defaults thereunder by either party and and, to Borrower's knowledge, there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All material work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingtherein. To each Individual Borrower’s knowledge after due inquiryExcept as permitted under the Permitted Leases, no Tenant tenant listed on the Certified Rent Roll Schedule II has ----------- assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender set forth in writingthe Leases, no Tenant tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant tenant under any Lease has any right or option for additional space in the Improvements. 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 for any such substances used or generated by any tenant in the ordinary course of business and treated in accordance with applicable Environmental Laws ("PERMITTED MATERIALS"). Borrower shall not permit or suffer any tenant under any Permitted Lease to relocate from any Individual Property to any property owned by an Affiliate of Borrower, without, in either case, the prior written consent of Lender, in its sole discretion.

Leases. No Individual A rent roll as of a date not more than 30 days prior to the Effective Date (or the date that an Additional Property becomes a Mortgaged Property) with respect to all Leases of any portion of the Mortgaged Properties is subject accurate and completely set forth in Schedule 6.20 as the same shall be supplemented each fiscal quarter by a certificate signed by an authorized officer of Borrower. The Leases reflected on such rent roll constitute the sole and complete material agreements and understandings relating to leasing or licensing of space in the Buildings or otherwise at the Mortgaged Properties. The Borrower has delivered to the Agent a true and complete copy of all Leases. There are no occupancies, rights, privileges or licenses in or to the Buildings or any Leases other part of the Mortgaged Properties other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of Leases reflected on Schedule 6.20. Except as set forth in Schedule 6.20 the applicable Leases. The current Leases reflected thereon 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 material defenses, counterclaims, offsets, concessions or rebates available to any tenant thereunder, and neither the Borrower nor the Mortgagor has given or made, or received, any notice of default, or any claim, which remains uncured or unsatisfied, with respect to any of the Leases and, to each Individual Borrower’s the best of the knowledge after due inquiryof the Borrower and of the Mortgagor there is no basis for any such claim or notice of default by any tenant. The Schedule 6.20 rent roll accurately and completely sets forth all rents payable by tenants, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been tenant having paid more than one (1) month month's rent in advance of its due dateadvance. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All tenant improvements or work to be performed done, furnished or paid for by the applicable Individual Borrower under each landlord, or credited or allowed to a tenant, for, or in connection with, the Buildings pursuant to any Lease has been performed as required completed and has been accepted paid for, or provided for in a manner satisfactory to the Agent, or will be paid for by the applicable TenantBorrower or the Mortgagor in the ordinary course of its business. No leasing, and any paymentsbrokerage or like commissions, free rentfees or payments are due from the Borrower or the Mortgagor in respect of the Leases, partial rent, rebate of rent or other payments, credits, allowances or abatements required to except those that will be given paid for by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge the Mortgagor in the ordinary course of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesbusiness. Except as disclosed to Lender set forth on the Schedule 6.20 rent roll, all tenants under all Leases are in writing, no Tenant occupancy and operating the premises covered by such Leases within the permitted uses under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLeases.

Leases. No Individual (a) Lender acknowledges that no Leases are in effect at the Property is subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect All Leases and all renewals of Leases executed after the date hereof shall (i) provide for economic terms, including rental rates, comparable to each Individual Propertyexisting local market rates for similar properties, the applicable Individual Borrower (ii) be on commercially reasonable terms, (iii) have a term of not less than three (3) years (unless Lender approves in writing a shorter term), (iv) have a term of not more than ten (10) years, including all extensions and renewals (unless Lender approves in writing a longer term), (v) provide that such Lease is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant subordinate to the provisions Mortgage and the Assignment of Leases and that the applicable Leases. The current Leases Tenant thereunder will attom to Lender and any purchaser at a foreclosure sale, (vi) be to Tenants that are in full force and effectcreditworthy, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1vii) month in advance of its due date. All security deposits are held by the applicable Individual Borrower be written substantially in accordance with applicable law. All work the standard form of Lease which shall have been approved by Lender (subject to be performed by any commercially reasonable changes made in the applicable Individual Borrower under each Lease has been performed as required and has been accepted by course of negotiations with the applicable Tenant), (viii) not be to an Affiliate of Borrower or Guarantor, and (ix) not contain any paymentsoption to purchase, free rentany right of first refusal to purchase, partial rentany right to terminate (except in the event of the destruction or condemnation of substantially all of the Property), rebate of rent any requirement for a non-disturbance or recognition agreement, or any other paymentsterms which would materially adversely affect Lender's rights under the Loan Documents. All Major Leases and all renewals, credits, allowances amendments and modifications thereof executed after the date hereof shall be subject to Lender's prior approval. Borrower shall not permit or abatements required to be given by the applicable Individual Borrower consent to any assignment or sublease of any Major Lease without Lender's prior written approval (other than assignments or subleases expressly permitted under any Major Lease pursuant to a unilateral right of the Tenant has already been received thereunder not requiring the consent of Borrower). Lender, at Borrower's sole cost and expense, shall execute and deliver its then standard form of subordination, non-disturbance and attomment agreement to Tenants under any future Major Lease approved by Lender upon request, with such commercially reasonable changes as may be requested by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein Tenants and which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed are acceptable to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLender.

Leases. No Individual During the pendency of this Restated Agreement, Seller agrees to consult with Buyer and to keep Buyer apprised on a regular basis regarding the leasing activity at such Seller’s Property is subject (and to cause its property manager and leasing agent to do the same) so that Buyer can provide input on a real-time basis as such leasing activity occurs. The foregoing undertaking will include, without limitation, providing Buyer with advance drafts of term sheets and other agreements relating to any Leases other than the Leases described in the certified rent roll delivered to Lender leasing activity (including, without limitation, a summary of all proposed tenant inducement costs and leasing commissions being requested or proposed in connection with any such leasing activity) before sharing the closing same with any tenant or prospective tenant so that Buyer can be actively apprised of leasing activity at each Property as it unfolds, and taking Buyer’s input into account in good faith in carrying out that leasing activity. Seller shall not enter into or consent to any Lease or Lease termination, amendment, modification, expansion, renewal, or lease assignment or sublease for any part of any Property or premises therein, without the prior written approval of Buyer, which approval (i) shall not be unreasonably withheld or delayed prior to the Investigation Period Expiration Date, and (ii) thereafter may be granted or withheld in Buyer’s sole discretion and shall extend to applying any tenant security deposits to tenant obligations under any Lease, accepting any tendered termination of any Lease, or removing any tenant, or waiving any tenant default under any Lease or enforcing any other material rights and remedies as landlord under any Lease, provided that Buyer consent is not required for Seller to enforce such other material rights and remedies as landlord under any Lease that are necessary on an emergency basis to protect the Property from imminent physical damage or any natural person from imminent injury, as long as Seller promptly notifies Buyer of the Loan emergency situation and the enforcement actions taken by Seller. Buyer shall either approve or disapprove any proposed Lease termination, amendment, modification, expansion, renewal, or lease assignment or sublease for any part of any Property or premises therein submitted to Buyer for approval within five (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as 5) business days of receipt of the Closing Datesame, together with tenant financial information and detail on any tenant improvement, leasing commission or other leasing costs to be incurred in connection therewith. With respect Buyer’s failure to each Individual Propertyexpressly approve or disapprove of any such proposed Lease termination, amendment, modification, expansion, renewal, or lease assignment or sublease for any part of any Property or premises therein within said five (5) business day period shall conclusively constitute Buyer’s approval of same prior to the Investigation Period Expiration Date and thereafter shall constitute rejection of the proposed action. Seller shall deliver to Buyer, promptly after receipt by Seller, a copy of all current written default and other material notices to and from tenants during the term of this Restated Agreement. Buyer shall, at Close of Escrow assume the obligation to pay and shall pay all Lease commissions, tenant improvement costs and other costs and expenses arising, or that shall have arisen, from or in connection with any Lease modification, amendment or lease assignment entered into with Buyer’s consent between the Original Effective Date and the Close of Escrow in accordance with this Section 7.3 and which first become due following the Close of Escrow, such obligation to survive the Close of Escrow. Notwithstanding the foregoing, Buyer’s prior written approval shall not be required for (i) Seller’s application of tenant security deposits to the extent permitted under the applicable Individual Borrower is Lease in connection with (x) a tenant default in its obligation to pay rent first occurring after the owner Original Effective Date and lessor prior to Closing and (y) the expiration of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions term of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower lease in accordance with applicable law. All work to be performed the terms thereof, provided tenant is not in default under such lease and (ii) the exercise by tenant of any extension, renewal, expansion or contraction right in accordance with the applicable Individual Borrower under each Lease has been performed as required and has been accepted by lease to the applicable Tenant, and any payments, free rent, partial rent, rebate of rent extent Seller does not have an approval or other payments, credits, allowances or abatements required consent right with respect to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementssame.

Leases. No Individual The Borrower has delivered to the Agent true copies of the leases and any amendments thereto relating to each Subject Property and each property which is subject encumbered by an Eligible Note Receivable included in the calculation of the Borrowing Base Value required on the date of submission to be delivered as a part of the Eligible Real Estate Qualification Documents. An accurate and complete Rent Roll as of the date of inclusion of Equity Interests relating to each Subject Property in the Collateral with respect to all leases of any Leases other than portion of the Leases Subject 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 property and in the Building relating thereto. Except as specifically described in the certified rent roll delivered Tenant Estoppel Certificate relating to Lender the lease applicable to each Subject Property and each property which is encumbered by an Eligible Note Receivable included in connection with the closing calculation of the Loan (Borrowing Base Value required on the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects date of submission to be delivered as a part of the Closing Date. With respect Eligible Real Estate Qualification Documents (and which estoppel is approved by Agent): (i) no tenant under any such lease is entitled to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent payments, credit, offset or deduction in rent, including, without limitation, lease support payments or lease buy-outs, and (ii) each of such Leases is 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. 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 unsatisfied, with respect to be given any of the leases, and to the best of the knowledge and belief of the Borrower and the Subsidiary Guarantors, there is no basis for any such claim or notice of default by any tenant. No property other than the Subject Property or the real estate encumbered by an Eligible Note Receivable included in the calculation of the Borrowing Base Value, which is the subject of the applicable lease is necessary to comply with the requirements (including, without limitation, parking requirements) contained in such lease, other than appurtenant rights and interests insured by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrowerowner’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except title insurance policy delivered as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsEligible Real Estate Qualification Documents.

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

Leases. No To Borrower’s knowledge, Borrower has delivered (i) a true, correct and complete schedule (each, a “Rent Roll”) of all Leases affecting each of the properties comprising the Property as identified on Exhibit B attached hereto (each, an “Individual Property is subject to Property”), and legally described on Exhibit A, as of the date hereof, which accurately and completely sets forth in all material respects for each such Lease, the following: the name of the Tenant, the Lease expiration date, extension and renewal provisions, the base rent payable, the security deposit held thereunder and any Leases other than the material provisions of such Lease and (ii) true, correct and complete copies of all Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified applicable Rent Roll”). To Borrower’s knowledge, which rent roll is trueeach Lease constitutes the legal, complete valid and accurate in all respects as binding obligation of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual the best of Borrower’s knowledge after due inquiryand belief, there are is enforceable against the Tenant thereof. To the best of Borrower’s knowledge, information and belief, 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 boththe Property. To Borrower’s knowledge, would constitute defaults thereunder. No Rent has been no Tenant under any Lease has, as of the date hereof, paid rent more than one (1) month in advance of its due dateadvance, and the rents under such Leases have not been waived, released, or otherwise discharged or compromised. All To Borrower’s knowledge, all security deposits required under such Leases have been fully funded and are held by the applicable Individual Borrower in accordance a manner consistent with applicable law. All work to be performed by the applicable Individual Borrower under the Leases has been substantially performed, all contributions to be made by Borrower to the Tenants thereunder have been made and all other conditions precedent to each such Tenant’s obligations thereunder have been satisfied. Each Tenant under a Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or entered into occupancy of the Rents received therein which is outstandingdemised premises. To each Individual the best of Borrower’s knowledge after due inquiryand belief, no each Tenant listed on is free from bankruptcy, reorganization or arrangement proceedings or a general assignment for the Certified Rent Roll has assigned its Lease or sublet all or any portion benefit of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a partcreditors. No Tenant under Lease provides any Lease has any party with the right to obtain a lien or option for additional space in encumbrance upon the ImprovementsProperty superior to the lien of this Deed of Trust.

Leases. No Individual Borrowing Base Property is subject to any Leases Leases, other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which Administrative Agent and attached hereto as Schedule XV. Such certified rent roll is true, complete and accurate correct in all material respects as of the Closing Datedate set forth therein. With respect to each Individual PropertySuch rent roll contains a true correct and complete list of all Security Deposits and the amounts thereof, currently in Borrower’s or the applicable Individual Borrower is the owner and lessor of landlordBorrowing Base Entity’s interest in the Leasespossession. No Person other than Managers, Operating Lessees and certain invitees in the ordinary course of business, has any possessory interest in any Individual Borrowing Base Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, effect and to each Individual the best of Borrower’s knowledge after due inquiryknowledge, there are no material defaults thereunder by either party (other than as expressly disclosed on the certified rent roll delivered to Administrative Agent) and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute material defaults thereunder. No Rent rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge by Borrower of any Lease or of the Rents rents received therein therein, which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on will be outstanding following the Certified Rent Roll has assigned its Lease or sublet all or any portion funding of the premises demised therebyFacility, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesother than those being assigned to Administrative Agent concurrently herewith. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building property of which the leased premises are a part. No Tenant To Borrower’s knowledge, Borrower or its predecessors and each Borrowing Base Entity of a Borrowing Base Property or its predecessors have complied with and performed all of its or their material construction, improvement and alteration obligations required under any Lease has any right or option for additional space in with respect to each Borrowing Base Property as of the ImprovementsClosing Date except to the extent failure to comply with the same does not and could not reasonably be expected to have a Material Adverse Effect.

Leases. No Individual portion of the Property is subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects attached as of the Closing Date. With respect to each Individual Property, the applicable Individual Schedule I. Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual the Property or right to occupy the same any portion thereof, except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, effect and there are no known defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Leases and any related guaranty (including all amendments thereto) delivered to Lender are accurate, true and complete, and there are no oral agreements with respect thereto. No Rent has Rents (other than security deposits, if any, listed on Schedule I) have been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower landlord under each Lease has been performed as required in such Lease and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower landlord under such Lease to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To each Individual Borrower’s knowledge after due inquiryExcept as listed on Schedule I, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone anyone, except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a partProperty. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. No Individual Property is subject to any Except for those Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects set forth on Exhibit 4.23 existing as of the Closing Effective Date. With respect to each Individual Property, Borrower shall not, without the applicable Individual Borrower is the owner and lessor prior written consent of landlord’s interest in the Leases. No Person has Lender (which consent shall not be unreasonably withheld or delayed), enter into any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions new Lease of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of any Property with any Person (including with any Parent Company or an Affiliate of Borrower or any Parent Company), agree to the premises demised thereby, no such Tenant holds its leased premises under assignment cancellation or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant surrender under any Lease has a right or option pursuant to such Lease or otherwise to purchase of all or any part portion of any Property, agree to prepayment of rents, issues or profits (other than rent paid at the signing of a Lease), modify any such Lease so as to shorten the term, decrease the rent, accelerate the payment of rent, or change the terms of any renewal option; and any such purported new Lease, cancellation, surrender, prepayment or modification made without the consent of Lender shall be void as against Lender. Borrower shall not permit the sublease of any Property or the assignment of any Lease to any Person (including to any Parent Company or an Affiliate of Borrower or any Parent Company) without Lender's prior written consent. Except for those agreements as to use set forth on Exhibit 4.23 existing as of the leased premises Effective Date, no Property shall be occupied or operated by any Person that is not an Affiliate of Borrower or either Parent Company. Notwithstanding anything set forth in this Section 6.14 to the building contrary, Borrower, without the consent of which Lender, may in the leased premises are ordinary course of its business (a) sublease a part. No portion of any Property to any Person or (b) enter into an agreement for the use and/or occupancy of a portion of any Property with any Person, so long as in each instance of sublease or use and/or occupancy (X) such Person is not an Affiliate of Borrower or either Parent Company, and (Y) either (i) the portion of such Property to be subleased or used and/or occupied comprises no more than twenty-five (25%) percent of the square footage of such Property or (ii) the amount of rent to be received by Tenant or Borrower under such sublease or agreement of use and/or occupancy is no more than twenty-five (25%) percent of the monthly rent paid by Tenant under any the applicable Lease has any right or option for additional space in the Improvementsat such Property.

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

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

Leases. No Individual Property is The Properties are not subject to any Leases leases other than the Leases described specified in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Daterelated Title Insurance Policy. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder, except for such defaults that would not have a Material Adverse Effect. No To Borrower’s knowledge: (a) no Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the Leases; (b) 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 the applicable Individual Borrower in accordance with applicable law. All ; (c) all work to be performed by the applicable Individual Borrower under each Lease has been substantially performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant tenant has already been received by such Tenant. There tenant; (d) there has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To therein; (e) in each Individual Borrower’s knowledge after due inquirycase, unless otherwise indicated thereon, no Tenant tenant listed on the Certified Rent Roll Schedule II has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises; (f) no Lease with respect to hotel rooms or residential space has a term of more than thirty (30) days; and (g) except as disclosed in the environmental reports delivered in connection with the Loan 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 as disclosed with respect to Lender in writingthe Out Parcel, no Tenant tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

Leases. No Individual The Property is not subject to any Leases other than the Leases described in the certified rent roll Ground Lease. Borrower has delivered to Lender in connection with the closing a true, correct and complete list of the Loan Ground Tenant Subleases and Ground Tenant’s Sub-Tenants (the “Certified Rent Roll”)and to Borrower’s knowledge, which rent roll is true, complete and accurate certain prospective Ground Tenant’s Sub-Tenants who are in all respects various stages of space lease negotiations with Ground Tenant) as of the Closing Datedate of this Agreement. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the LeasesGround Lease. No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable LeasesGround Lease and any Ground Tenant Subleases. The current Leases are Ground Lease is in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party party, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Ground Lease delivered to Lender is 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 date under the applicable Individual Borrower in accordance with applicable lawGround Lease. All work to be performed by Borrower (if any) under the applicable Individual Borrower under each Ground Lease has been performed as required and has been accepted by the applicable Ground Tenant, and any . Any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Ground Tenant under the Ground Lease has already been received by Ground Tenant. The Ground Tenant under the Ground Lease have accepted possession of and are in occupancy of all of its demised premises and have commenced the payment of full, unabated rent under the Ground Lease. Borrower has delivered to Lender a true, correct and complete description of the security deposit, if any, made by Ground Tenant under the Ground Lease. Ground Tenant is free from bankruptcy or reorganization proceedings. Except for Ground Tenant under the Ground Lease, no Tenant under any Lease (or any sublease) is an Affiliate of Borrower. There are no brokerage fees or commissions due and payable in connection with the Ground Lease, except as has been previously disclosed to Lender in writing, and no such Tenantfees or commissions will become due and payable in the future in connection with the Ground lease, including by reason of any extension of such Ground Lease or expansion of the space leased thereunder, except as has previously been disclosed to Lender in writing. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Borrower’s interest under the Ground Lease or of Borrower’s interest in the Rents received therein which is outstandingstill in effect. To each Individual Borrower’s knowledge after due inquiry, no Ground Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has not have a right or option pursuant to such the Ground Lease or otherwise to purchase all or any part of the leased demised premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.

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

Leases. No Individual Property is 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 An accurate and complete Rent Roll”), which rent roll is true, complete and accurate in all respects Roll as of the Closing Date. With date of inclusion of each Unencumbered Asset Pool Property in the Unencumbered Asset Pool with respect to each Individual Property, all Leases of any portion of the applicable Individual Borrower is Unencumbered Asset Pool Properties has been provided to the owner and lessor Agent. As of landlord’s interest the date of delivery of such Rent Roll upon inclusion of a Unencumbered Asset Pool Property in the Leases. No Person has Unencumbered Asset Pool, no tenant or licensee under any possessory interest in Lease is entitled to any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, creditscredit, allowances offset or abatements required to be given by 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, as of the date of inclusion of the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior saleUnencumbered Asset Pool Property in the Unencumbered Asset Pool, transfer or assignment, hypothecation or pledge the Leases of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised therebyUnencumbered Asset Pool are in full force and effect in accordance with their respective terms, no such Tenant holds its leased premises under assignment without any payment default or subleaseto the knowledge of the Borrower and the Guarantors any other material default thereunder, nor does anyone to the knowledge of the Borrower and the Guarantors are there any defenses, counterclaims, offsets, concessions or rebates available to any tenant or licensee thereunder, and except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender reflected in writingSchedule 6.22, no Tenant under the Borrower has not given or made, any Lease has a right notice of any payment or option pursuant to such Lease or otherwise to purchase all other material default, or any part claim, which remains uncured or unsatisfied, with respect to any of the leased premises Leases, and to the knowledge of the Borrower and the Guarantors there is no basis for any such claim or the building notice of which the leased premises are a partmaterial default by tenant or licensee. No Tenant under any property other than the Unencumbered Asset Pool Property which is the subject of the applicable Lease has any right is necessary to comply with the requirements (including, without limitation, parking requirements) contained in such Lease. The Borrower or option for additional space a Subsidiary Guarantor is the holder of the lessor’s, landlord’s or licensor’s interest in and to all of the Leases of the Unencumbered Asset Pool Properties owned by it, except that both a Subsidiary Guarantor and Borrower hold the lessor’s, landlord’s or licensor’s interests in the Improvementsagreements described in the definition of “Nokia Agreement” in §1.1.

Leases. No Individual Property is subject to any Leases other than the Leases described in the certified A rent roll delivered as of a date not more than 30 days prior to Lender in connection the Revolving Credit Reinstatement Date with the closing respect to all Leases of any portion of the Loan (the “Certified Rent Roll”), which rent roll Mortgaged Property that is true, complete and accurate in all material respects has been delivered to Agent as the same shall be supplemented each fiscal quarter by a certificate signed by an authorized officer of Borrower. The Leases reflected on such rent roll constitute the sole and complete material agreements and understandings relating to leasing or licensing of space in the Buildings or otherwise at the Mortgaged Property. The Borrower has delivered to the Agent a true and complete copy of all Leases. There are no occupancies, rights, privileges or licenses in or to the Buildings or any other part of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Mortgaged Property or right to occupy the same except under and other than pursuant to the provisions of Leases reflected on such rent roll. Except as set forth on such rent roll the applicable Leases. The current Leases reflected thereon 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 material defenses, counterclaims, offsets, concessions or rebates available to any tenant thereunder, and neither the Borrower nor the Mortgagor has given or made, or received, any notice of default, or any claim, which remains uncured or unsatisfied, with respect to any of the Leases and, to each Individual Borrower’s the best of the knowledge after due inquiryof the Borrower and of the Mortgagor there is no basis for any such claim or notice of default by any tenant. Such rent roll accurately and completely sets forth all rents payable by tenants, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been tenant having paid more than one (1) month month’s rent in advance of its due dateadvance. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All tenant improvements or work to be performed done, furnished or paid for by the applicable Individual Borrower under each landlord, or credited or allowed to a tenant, for, or in connection with, the Buildings pursuant to any Lease has have been performed as required completed and has been accepted paid for, or provided for in a manner reasonably satisfactory to the Agent, or will be paid for by the applicable TenantBorrower or the Mortgagor in the ordinary course of its business. No leasing, and any paymentsbrokerage or like commissions, free rentfees or payments are due from the Borrower or the Mortgagor in respect of the Leases, partial rent, rebate of rent or other payments, credits, allowances or abatements required to except those that will be given paid for by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge the Mortgagor in the ordinary course of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesbusiness. Except as disclosed to Lender set forth on such rent roll, all tenants under all Leases are in writing, no Tenant occupancy and operating the premises covered by such Leases within the permitted uses under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLeases.

Leases. No Individual Property is subject to any Leases other than (a) The Mortgagor shall comply with and observe its obligation as landlord under all leases affecting the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all Premises or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment part or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesparts thereof. Except as disclosed to Lender in writingmay be specified below, no Tenant under any Lease has a right existing or option pursuant to such Lease or otherwise to purchase all future lease which affects the Premises, or any part or parts thereof, or any facilities or business located or operated thereon or therefrom, shall be canceled, surrendered, or modified without the prior written consent of Mortgagee. Mortgagor shall notify the Mortgagee immediately or any default of Mortgagor asserted by any tenant under such a lease. If Mortgagor fails to cure such default on its part, as landlord under any such lease, then Mortgagor expressly authorizes Mortgagee, at its option, to cure such default in order to prevent termination of any such lease by any such tenant, and the leases shall set forth the foregoing provisions. If, by reason of default of Mortgagor in the performance of any such lease, the tenant has the right to cancel such lease or to claim any diminution of or offset against future rents, then, at the option of Mortgagee, such default shall be a default under the Note and this Mortgage. The Mortgagor upon request, from time to time, but not more often than annually unless a default shall have occurred under this Mortgage, will furnish to the Mortgagee in such reasonable detail as the Mortgagee may request, certified by the Mortgagor, copies of all leases relating to the Premises, and on demand, the Mortgagor will furnish to the Mortgagee executed counterparts of any and all such leases. Further, the Mortgagor, upon request, will furnish to the Mortgagee information relative to the occupancy and vacancy rates of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsPremises.

Leases. No Individual Property is subject Neither the Company nor any of its Subsidiaries owns any real property. Schedule 3(cc) of the Company Disclosure Schedule contains a complete and correct list of all the real property which provide for a monthly rent in excess of $2,000 per month; facilities that (i) are leased or otherwise possessed by the Company or any of its Subsidiaries, (ii) in connection with which the Company or any of its Subsidiaries has entered into an option agreement, participation agreement or acquisition agreement or (iii) the Company or any of its Subsidiaries has agreed (or has an option) to any Leases other than the Leases described in the certified rent roll delivered lease or otherwise acquire or may be obligated to Lender lease or otherwise acquire in connection with the closing conduct of its business (collectively, the “Leased Real Property”). Schedule 3(cc) of the Loan Company Disclosure Schedule also contains a complete and correct list, along with a summary of material terms, of all leases and other agreements with respect to which the Company or any of its Subsidiaries is a party or otherwise bound or affected with respect to the Leased Real Property (the “Certified Rent RollReal Property Leases”), which rent roll is true, complete and accurate . Except as set forth in all respects as Schedule 3(cc) of the Closing Date. With respect to each Individual PropertyCompany Disclosure Schedule, the applicable Individual Borrower Company or its Subsidiaries is the sole legal and equitable owner and lessor of landlord’s a leasehold interest in the Leased Real Property, and possesses good and marketable, indefeasible title thereto, free and clear of all Liens and other matters affecting title to such leasehold that could impair the ability of the Company or its Subsidiaries to realize the benefits of the rights provided to it under the Real Property Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions All of the applicable Leases. The current Real Property Leases are valid and in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there effect and are enforceable against the Company or its Subsidiaries and neither the Company nor any other party thereto is in default under any of such Real Property Leases and no defaults thereunder by either party and there are no conditions that, event has occurred which with the giving of notice or the passage of time or both could constitute a default under any of such Real Property Leases. Except as set forth in Schedule 3(cc) of the giving Company Disclosure Schedule, no Real Property Lease is subject to termination, modification or acceleration as a result of noticethe transactions contemplated hereby or by the other Transaction Documents. All of the Real Property Leases will remain in full force and effect upon, and permit, the consummation of the transactions contemplated hereby or by the other Transaction Documents. The Leased Real Property is properly zoned for its present use, are permitted, conforming structures and complies with all applicable building codes, ordinances and other Requirements of Law. There are no pending or, to the knowledge of the Company, threatened condemnation, eminent domain or similar proceedings, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent litigation or other paymentsproceedings affecting the Leased Real Property, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion or portions thereof. To the knowledge of the premises demised therebyCompany, there are no such Tenant holds its leased premises under pending or threatened requests, applications or proceedings to alter or restrict any zoning or other use restrictions applicable to the Leased Real Property that would interfere with the conduct of the Company’s business. There are no restrictions applicable to the Leased Real Property that would interfere with the Company’s or any Subsidiary’s making an assignment or subleaseto Investors as contemplated by the Transaction Documents, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant including any requirement under any Lease has a right Real Property Leases requiring the consent of, or option pursuant to notice to, any lessor of any such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLeased Real Property.

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

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

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

Leases. No Individual Property is subject to any Leases other than The Operating Lessees are the lessors under the Leases described as indicated in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the LeasesSchedule 6.25. No Person (other than hotel guests) other than with respect to Permitted Liens has any possessory interest in any Individual Collateral Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases, the Vinoy Marina Ground Lease (with respect to the Vinoy Ground Lessor prior to the Vinoy Marina Lease Transfer) and Management Agreements. The current Major Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party any Borrower or, to the best of each Borrower’s knowledge, 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 defaults thereunderunder any Major Lease. No With respect to the Major Leases,no Rent has been paid more than one (1) month in advance of its due date. All security deposits There are held by no offsets or defenses to the applicable Individual Borrower in accordance with applicable lawpayment of any portion of the Rents. All work to be performed by the applicable Individual any Borrower under each Major Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual 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 Major Lease or of the Rents received therein which is outstandingstill in effect. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll No tenant under any Major 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. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease suchLease or otherwise to purchase all or any part of Collateral Property. Except as set forth in the leased premises or the building of which the leased premises are a part. No Tenant Major Leases, no tenant under any Lease has any right or option for additional space in the Improvementsany Collateral Property.

Leases. No Individual Property is subject Mortgagor may, from time to any time, enter into Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet for all or any portion of the premises demised therebyPremises without the consent of Mortgagee or notice to Mortgagee, provided, however, the Mortgagor shall not enter into a Major Lease (as hereafter defined) unless and until (1) Mortgagor shall give Mortgagee fifteen (15) days prior written notice of its intent (the “Major Lease Notice”) to enter the Major Lease, together with a copy of such proposed Major Lease; and (2) Mortgagor shall deliver to Mortgagee simultaneously with such Major Lease Notice a legal opinion from counsel reasonably acceptable to Mortgagee stating that entering into the Major Lease by Mortgagor shall have no such Tenant holds its leased premises under assignment material adverse effect on the priority and validity of the lien granted hereunder. subject to bankruptcy, insolvency, reorganization, moratorium or subleasesimilar laws affecting creditors' rights as to which no opinion need be expressed. Mortgagee agrees that Mortgagee, nor does anyone except such Tenant at the request of Mortgagor, will enter into a Subordination, Non-Disturbance and its employees occupy such leased premises. Except Attornment Agreement in the form annexed as disclosed to Lender in writing, no Tenant Exhibit D (the “Non-Disturbance Agreement”) with the lessee or tenant under any lease. Mortgagor may terminate or consent to the cancellation or surrender of any of the Leases or of any part thereof, now existing or hereafter to be made, modify any Lease has a right so as to shorten the unexpired term thereof or option pursuant so as to such decrease, waive or compromise in any manner the amount of the rents payable thereunder or modify, release or terminate any guaranties of any Lease or otherwise deal with any lease, any of which actions of Mortgagor shall, however, be subject to purchase all the terms of any Non-Disturbance Agreement entered into between Mortgagee and Lessee or tenant of Mortgagor, if any. Notwithstanding the foregoing, Mortgagee may, at its discretion, withhold entering into the Non-Disturbance Agreement for a Major Lease if (i) such tenant under the Major Lease does not have a credit rating (according to Dun & Bradstreet or other recognized national credit rating organization) equal to or greater than the borrowers under the Notes on a consolidated basis; (ii) the term of the Lease would not extend beyond the maturity date of the Notes (except that if the Lease is of the entire Premises this clause (ii) shall not apply); (iii) the rent is not the fair market rent at the inception of the Lease; and (iv) the use under the Lease violates zoning or other similar laws applicable to the Mortgaged Property or is a use which requires the tenant to register as a generator of hazardous wastes with the appropriate governmental authorities except to the extent such use is now being carried on by Mortgagor at the Mortgaged Property but excluding any such use which violates any governmental laws, ordinances, orders or directives, rules or regulations affecting the Mortgaged Property, including rules and regulations of any Board of Fire Underwriters (or other agency exercising similar functions) having jurisdiction over the Mortgaged Property. Notwithstanding the foregoing, nothing herein contained shall prohibit or limit Mortgagor from permitting any corporate affiliate of Mortgagor to use or occupy the Premises or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsthereof without notice to Mortgagee.

Leases. No Individual Property is subject (a) The Beneficiary shall have the right to approve any Lease executed after the date of this Deed of Trust as to form, content and financial strength of the tenant. All such Leases shall, at the Beneficiary's option, include subordination provisions acceptable to the Beneficiary in its sole and absolute discretion. The Beneficiary agrees that it will provide all tenants under Leases which have terms (including any renewal options) of twenty four (24) months or less and all tenants under Leases approved by the Beneficiary in its sole, but reasonable discretion, with the Beneficiary's customary subordination, attornment and non-disturbance agreement. At any time, within thirty (30) days after Notice from the Beneficiary, the Borrower will deliver to the Beneficiary a written description in such reasonable detail as the Beneficiary may request of all of the Leases, including, without limitation, the names of all tenants, the terms of all Leases and the Rents payable under all Leases, and, on demand, the Borrower will furnish to the Beneficiary fully executed copies of any Leases other than and such subordination and attornment agreements as the Leases described in Beneficiary may request. If any Lease provides for the certified rent roll delivered to Lender in connection giving by the tenant of certificates with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Propertythe status of such Lease, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or shall exercise its right to occupy require such certificate within ten (10) days after any request by the same except Beneficiary. Within thirty (30) days after any request by the Beneficiary, the Borrower will notify all tenants under existing Leases, and agrees to thereafter notify all tenants under future Leases, that (i) the Borrower collects and receives all Rents pursuant to the provisions license granted to it hereunder, and (ii) upon Notice from the Beneficiary that such license has been revoked, the tenant (including, but not limited to the Affiliate) shall pay all unpaid Rent directly to the Beneficiary. After the completion of the applicable Leases. The current Leases are in full force and effectImprovements, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of Borrower may assign its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements.interest

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

Leases. No Each rent roll attached hereto as SCHEDULE I is true, complete and correct in all material respects and no Individual Property is subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. SCHEDULE I. The current Leases identified on SCHEDULE I are in full force and effect, there are no defaults under any Major Lease by either party and, with respect to each Individual any Leases that are not Major Leases, to Borrower’s knowledge after due inquiry's best knowledge, there are no defaults thereunder by either party party. The copies of the Leases delivered to Lender are true and complete, and there are no conditions that, oral agreements with the passage of time or the giving of notice, or both, would constitute defaults thereunderrespect thereto. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual any Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any . Any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual any Borrower to any Tenant has already been received by such Tenant. There 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. Each Borrower has delivered to Lender a true, correct and complete list of all security deposits made by Tenants at the applicable Individual Property which have not been no prior saleapplied (including accrued interest thereon), transfer or assignment, hypothecation or pledge all of any Lease or which are held by the applicable Borrower in accordance with the terms of the Rents received therein which is outstandingapplicable Lease and applicable Legal Requirements. To Borrower's best knowledge, each Individual Tenant under a Major Lease is free from bankruptcy or reorganization proceedings. To Borrower’s knowledge after due inquiry's best knowledge, no Tenant listed on under any Lease is in default under the Certified Rent Roll has assigned its terms and conditions of such Lease. No Tenant under any Lease or sublet all (or any portion sublease) is an Affiliate of any Borrower, except as may be otherwise disclosed on SCHEDULE I. The Tenants under the premises demised therebyLeases are open for business and paying full, unabated rent. There are no such Tenant holds its leased premises under assignment brokerage fees or subleasecommissions due and payable in connection with the leasing of space at any Individual Property, nor does anyone except such Tenant and its employees occupy such leased premises. Except as has been previously disclosed to Lender in writing, and no Tenant under such fees or commissions will become due and payable in the future in connection with the Leases, including by reason of any Lease has a right or option pursuant to extension of such Lease or otherwise to purchase all or any part expansion of the space leased premises thereunder, except as has previously been disclosed to Lender in writing. There are no violations of any exclusivity or the building of co-tenancy covenants which the leased premises are a part. No Tenant under contained in any Lease has covering 5,000 or more square feet at any right or option for additional space in the ImprovementsIndividual Property.

Leases. No Individual The Mortgaged Property is subject to the leases listed and described on Exhibit B attached to the Loan Agreement ("Existing Leases") and the Mortgaged Property is not subject to any Leases other than leases, occupancy rights or similar arrangements. Except as may be set forth in said Exhibit B, to the Leases described in the certified rent roll delivered to Lender in connection with the closing best of Mortgager's knowledge after diligent inquiry, none of the Loan Existing Leases has been amended, modified or supplemented in any respect or terminated or canceled. The Existing Leases represent the entire agreements between Mortgagor and the respective applicable tenants ("Existing Tenants") with respect to the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as lease of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions portions of the applicable LeasesMortgaged Property covered thereby. The current Each of the Existing Leases are is in full force and effect, and, to each Individual Borrower’s . To the best of Mortgager's knowledge after due diligent inquiry, Mortgagor knows of no material defaults under Existing Leases in the aggregate which, in the judgment of Mortgagee, would have a material adverse effect on the financial condition of Mortgagor or the Mortgaged Property. To the best of Mortgagor's knowledge, there are no defaults thereunder existing defenses or offsets against the obligation to pay the rents or other charges due under any of the Existing Leases or against the enforcement of any of the Existing Leases by either party and Mortgagor. To the best of Mortgager's knowledge after diligent inquiry, except as may be set forth in said Exhibit B, there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, agreements covering free rent, partial rent, rebate of rent rental payments or any other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower type of rental concessions with respect to any Tenant has already of the Existing Leases. None of the Existing Leases contains any options or rights of first refusal to purchase any portion or all of the Mortgaged Property. To the best of Mortgager's knowledge after diligent inquiry, there have not been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge any prepayments of any Lease or rent under any of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesExisting Leases. Except as disclosed to Lender may be set forth in writingsaid Exhibit B, there is no Tenant provision for the payment of any security deposit under any Lease of the Existing Leases. Mortgagor has not mortgaged, assigned, pledged, granted a right or option pursuant to such Lease security interest in or otherwise to purchase all or encumbered its interest in any part of the leased premises Existing Leases in favor of any person 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 Improvementsentity other than Mortgagee.

Leases. No Individual The Property is not subject to any Leases other than the Leases described in Anchor Tenant Lease (and subleases permitted under the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”Anchor Tenant Lease), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable LeasesAnchor Tenant Lease. The current Leases are Anchor Tenant Lease is in full force and effect, and, effect and to each Individual Borrower’s 's knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent (including security deposits) has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each the Anchor Tenant Lease has been performed as required and has been accepted by the applicable Anchor Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Anchor Tenant has already been received by such Anchor Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s 's knowledge after due inquiry, no Anchor Tenant listed on has not assigned the Certified Rent Roll has assigned its Anchor Tenant 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 Anchor Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Anchor Tenant under any Lease has does not have a right or option pursuant to such the Anchor Tenant Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a partpart other than the right of first refusal described in Article 4 of the Anchor Tenant Lease. No Tenant under any Lease has any right or option for additional space Except as disclosed in the ImprovementsEnvironmental Report delivered to Lender in connection herewith, to Borrower's actual 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 Anchor Tenant on or about the leased premises nor does Borrower have any knowledge of Anchor 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. No Individual (a) Borrower shall, or shall cause Property is subject Owner to, furnish Lender with executed copies of all Major Leases, together with a detailed breakdown of income and cost associated therewith. All Leases executed after the date hereof and renewals or amendments of Leases after the date hereof must be entered into on an arms-length basis with Tenants whose identity and creditworthiness are appropriate for tenancy in a property of comparable quality and nature to the applicable Mortgaged Property, must provide for rental rates and other economic terms which, taken as a whole, are at least equivalent to then-existing market rates, based on the applicable market, and must contain terms and conditions that are commercially reasonable (in each case, unless Lender consents to such Lease in its sole discretion); provided, however, that the foregoing limitations and consent rights shall not apply to any renewal or amendment of any existing Lease which Property Owner or TRS Lessee is obligated to execute and deliver after the date hereof in accordance with the terms and conditions of such existing Lease, in each case, to the extent the terms of such renewal or amendment are dictated by the provisions of such existing Lease. All new Leases other than must provide that they are subject and subordinate to any current or future mortgage financing on the Leases described Mortgaged Properties and that the Tenants agree to attorn to any foreclosing mortgagee at such mortgagee’s request, provided, that the foregoing subordination and attornment obligations may be conditioned upon the receipt from Mortgage Lender of a subordination, non-disturbance and attornment agreement substantially in the certified rent roll delivered form attached as Exhibit B to the Mortgage Loan Agreement and with such changes as may be commercially reasonably requested by Tenant. To the extent any such Tenant’s subordination and attornment obligations under any such new Lease are conditioned on the receipt of a subordination, non-disturbance and attornment agreement from Mortgage Lender, Borrower shall, or shall cause Property Owner to, pay all reasonable, out-of-pocket costs and expenses (including attorney’s fees) of Lender and Mortgage Lender incurred in connection with the closing preparation, negotiation, execution and delivery of the Loan (the “Certified Rent Roll”)such subordination, which rent roll is true, complete non-disturbance and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsattornment agreement.

Leases. No Individual The Property is not subject to any Leases other than the Leases described in on the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of on or prior to the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effecteffect and with the exception of Tenant’s failure to make the scheduled payments of rent on each of August 1, and2016 and September 1, to each Individual Borrower’s knowledge after due inquiry2016, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. The copies of the Leases and any related guaranty (including all amendments thereto) delivered to Lender are accurate, true and complete, and there are no oral agreements with respect thereto. No Rent (other than security deposits, if any) has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower landlord under each Lease has been performed as required in such Lease and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower landlord under such Lease to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To each Individual Borrower’s knowledge after due inquiryExcept as otherwise disclosed to Lender on our prior to the Closing Date, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees or family occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements. 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 Property is located. Borrower hereby disclaims and renounces each and every claim to all or any portion of the property as a homestead.

Leases. No Individual Property is 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 An accurate and complete Rent Roll”), which rent roll is true, complete Roll and accurate in all respects Lease Summary as of the Closing Date. With date of inclusion of each Mortgaged Property in the Collateral (or such other recent date as may be required by the Agent) with respect to each Individual Property, all Leases of any portion of the applicable Individual Borrower is Mortgaged Property has been provided to the owner 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 lessor of landlord’s interest in the LeasesBuilding relating thereto. No Person None of the Leases has any possessory interest been modified, changed, altered, assigned, supplemented or amended in any Individual Property or right to occupy respect, except as reflected on the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable TenantRoll, and no tenant is entitled to any payments, free rent, partial rent, rebate of rent or other payments, creditscredit, allowances offset or abatements required to be given by deduction in rent, including, without limitation, lease support payments or lease buy-outs, except as reflected in the applicable Individual Borrower Rent Roll. There are no occupancies, rights, privileges or licenses in or to any Tenant has already been received by Mortgaged Property or portion thereof other than pursuant to the Leases reflected in Rent Rolls previously furnished to the Agent for such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premisesMortgaged Property. Except as disclosed set forth in each Rent Roll, the Leases reflected therein are in full force and effect in accordance with their respective terms, without any payment default or any other material default thereunder, nor are there any defenses, counterclaims, offsets, concessions or rebates available to Lender any tenant thereunder, and neither the Borrower, REA nor any Guarantor has given or made, any notice of any payment or other material default, or any claim, which remains uncured or unsatisfied, with respect to any of the Leases, and to the best of the knowledge and belief of the Borrower and REA, there is no basis for any such claim or notice of default by any tenant. No property other than the Mortgaged Property which is the subject of the applicable Lease is necessary to comply with the requirements (including, without limitation, parking requirements) contained in writingsuch Lease. The Rent Rolls furnished to the Agent accurately and completely set forth all rents payable by and security, if any, deposited by tenants, no Tenant under tenant having paid more than one month's rent in advance. Except as described in Schedule 6.24(l) attached hereto, all tenant improvements or work to be done, furnished or paid for by the Borrower, REA or any Guarantor, or credited or allowed to a tenant, for, or in connection with, the Building pursuant to any Lease has been completed and paid for or provided for in a right manner satisfactory to the Agent, and, except as set forth on Schedule 6.24(l), no material leasing, brokerage or option pursuant to such Lease like commissions, fees or otherwise to purchase all or any part payments are due from the Borrower in respect of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the ImprovementsLeases.

Leases. No Individual Property is subject (a) Borrower shall furnish Lender with executed copies of all Major Leases, together with a detailed breakdown of income and cost associated therewith. All Leases executed after the date hereof and renewals or amendments of Leases after the date hereof must be entered into on an arms-length basis with Tenants whose identity and creditworthiness are appropriate for tenancy in a property of comparable quality and nature to the applicable Mortgaged Property, must provide for rental rates and other economic terms which, taken as a whole, are at least equivalent to then-existing market rates, based on the applicable market, and must contain terms and conditions that are commercially reasonable (in each case, unless Lender consents to such Lease in its sole discretion); provided, however, that the foregoing limitations and consent rights shall not apply to any renewal or amendment of any existing Lease which Borrower or TRS Lessee is obligated to execute and deliver after the date hereof in accordance with the terms and conditions of such existing Lease, in each case, to the extent the terms of such renewal or amendment are dictated by the provisions of such existing Lease. All new Leases other than must provide that they are subject and subordinate to any current or future mortgage financing on the Leases described Mortgaged Properties and that the Tenants agree to attorn to any foreclosing mortgagee at such mortgagee’s request, provided that the foregoing subordination and attornment obligations may be conditioned upon the receipt from Lender of a subordination, non-disturbance and attornment agreement substantially in the certified rent roll delivered to form attached hereto as Exhibit B and with such changes as may be commercially reasonably requested by Tenant. To the extent any such Tenant’s subordination and attornment obligations under any such new Lease are conditioned on the receipt of a subordination, non-disturbance and attornment agreement from Lender, Borrower shall pay all reasonable, out-of-pocket costs and expenses (including attorney’s fees) of Lender incurred in connection with the closing preparation, negotiation, execution and delivery of the Loan (the “Certified Rent Roll”)such subordination, which rent roll is true, complete non-disturbance and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsattornment agreement.

Leases. No Individual Property is subject to any Leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s 's interest in the Operating Leases. Operating Lessee is the lessor under all other Leases. No Person (other than hotel guests) has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable LeasesLeases and Management Agreements. The current Leases are in full force and effect, effect and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party Borrower or, to the best of Borrower's knowledge, any tenant under any Lease, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunderunder any Lease. No Rent has been paid more than one (1) month in advance of its due date. All security deposits There are held by no offsets or defenses to the applicable Individual Borrower in accordance with applicable lawpayment of any portion of the Rents. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on No tenant (other than the Certified Rent Roll Operating Lessees) 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 premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant Except as set forth in the Leases, no tenant under any Lease has any right or option for additional space in the Improvements. To the best of Borrower's knowledge, no Hazardous Materials have been disposed, stored or treated by any tenant under any Lease on or about the leased premises nor does Borrower or Operating Lessee 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 Property or each tenant's respective business at such Property as set forth in their respective Leases, (B) held by a tenant for sale to the public in its ordinary course of business, or (C) fully disclosed to and approved by Lender in writing pursuant to the Environmental Reports.

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

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

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

Leases. No Individual Property None of the Properties is subject to any Leases Lease, other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as of the Closing Dateset forth on Schedule 4.1.26 hereto. With respect to each Individual Property, the applicable Individual Borrower that owns the Property also is the owner and lessor of all of the landlord’s interest in each of the LeasesLeases at that Property. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of one of the applicable LeasesLeases or a sublease, license, assignment or occupancy agreement thereunder. The Each of the current Leases are is in full force and effect, effect and, to each Individual Borrower’s knowledge after due inquiryknowledge, there are no defaults thereunder by either any party thereto 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 the Agent 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 the applicable Individual Borrower in accordance with applicable law. All work to be performed by any Borrower prior to the applicable Individual Borrower date hereof 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 abatements, except as expressly set forth in such Leases, required to be given by the applicable Individual any Borrower to any Tenant prior to the date hereof has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of No Tenant under any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such . No Tenant holds its leased premises under assignment or subleaseassignment, nor nor, to each Borrower’s knowledge, does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building any Property of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the any Improvements. Each Borrower is in compliance with all Legal Requirements relating to security deposits. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of any Rents to be received thereunder that remains in effect.

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

Leases. No Individual The Property is not subject to any Leases leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)attached hereto as Schedule I and made a part hereof, which rent roll is true, complete and accurate in all material respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, effect and except as may be disclosed on tenant estoppels delivered to each Individual Borrower’s knowledge after due inquiryLender, there are no defaults by Borrower 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 by Borrower thereunder, and to the best of Borrower’s knowledge after due inquiry, there are no defaults thereunder by any Tenant, and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults by any Tenant thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All Except as may be disclosed on tenant estoppels delivered to Lender, all work to be performed by the applicable Individual Borrower landlord under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower landlord to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no No Tenant listed on the Certified Rent Roll Schedule I has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or 42 0107842.0726822 4821-7262-8396v10 otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements. FedEx has no claim against Borrower and no offset or defense to enforcement of any of the terms of the FedEx Lease. All improvements required to be completed by Borrower under the FedEx Lease have been completed and there are no sums due to FedEx from Borrower and no allowances from Borrower to FedEx that have not been paid.

Leases. No Individual Property is The Properties are not subject to any Leases in excess of three thousand (3,000) square feet other than (a) the Leases described in Schedule II attached hereto and made a part hereof, and (b) the certified rent roll delivered to Lender Operating Leases. Borrower is the owner and lessor of landlord’s interest in connection with the closing of the Loan (the “Certified Rent Roll”), which rent roll is true, complete Operating Leases and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower Operating Lessee is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No To the best of Borrower’s knowledge, no Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by To the applicable Individual Borrower in accordance with applicable law. All best of Borrower’s knowledge, all work to be performed by the applicable Individual Borrower or Operating Lessee under each Lease has been performed as required and has been accepted by the applicable Tenanttenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower or Operating Lessee to any Tenant tenant has already been received by such Tenanttenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstandingstill in effect. To each Individual the best of Borrower’s knowledge after due inquiryknowledge, no Tenant tenant listed on the Certified Rent Roll Schedule II has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant No tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant To the best of Borrower’s knowledge, no tenant under any Lease has any right or option for additional space in the Improvements.

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

Leases. No Individual Property (a) All Leases and all renewals of Leases executed after the date hereof shall (i) provide for economic terms, including rental rates, comparable to existing local market rates for similar properties, (ii) be on commercially reasonable terms, (iii) have a term of not less than three (3) years (unless Lender approves in writing a shorter term) and not more than ten (10) years, including extensions and renewals (unless Lender approves in writing a longer term), (iv) provide that such Lease is subordinate to the Mortgage and the Assignment of Leases and that the Tenant thereunder will attorn to Lender and any purchaser at a foreclosure sale, (v) be to Tenants that are creditworthy, (vi) be written substantially in accordance with the standard form of Lease which shall have been approved by Lender (subject to any Leases other than the Leases described commercially reasonable changes made in the certified rent roll delivered course of negotiations with the applicable Tenant), (vii) not be to an Affiliate of Borrower, any Guarantor or Manager, (viii) not contain any option to purchase, any right of first refusal to purchase, any right to terminate (except in the event of the destruction or condemnation of substantially all of the Property), any requirement for a non-disturbance or recognition agreement, or any other terms which would materially adversely affect Lender’s rights under the Loan Documents. 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 approval, which approval shall not, so long as no Event of Default is continuing and so long as no Sweep Event has occurred, be unreasonably withheld or delayed. 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. Borrower shall pay Lender’s costs and expenses in connection with the closing of the Loan (the “Certified Rent Roll”)any such subordination, which rent roll is truenon-disturbance and attornment agreement, complete including, without limitation, reasonable legal fees and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvementsexpenses.

Leases. No Individual Property is subject to any Leases other than Borrower shall observe and perform all the obligations ------ imposed upon the lessor under the Leases described and shall not do or permit to be done anything to impair the value of the Leases or any guaranty of any Lease as a security for the Obligations. Borrower shall, in the certified rent roll delivered to Lender in connection with the closing ordinary course of its business, enforce all of the Loan (terms, covenants, and conditions contained in the “Certified Rent Roll”), which rent roll is true, complete and accurate in all respects as Leases upon the part of the Closing DateTenants thereunder to be observed or performed. With Borrower shall hold, or cause Manager to hold, all security deposits with respect to each Individual PropertyLeases in a segregated account and otherwise in conformity with Legal Requirements. Borrower (i) shall not alter, modify, or change the applicable Individual Borrower is terms of any Lease without the owner and lessor prior consent of landlord’s interest in the Leases. No Person has Lender, or cancel or terminate any possessory interest in any Individual Property Lease or right to occupy the same except under and pursuant accept a surrender thereof or approve or consent to the provisions cancellation or termination of any guaranty with respect thereto, or convey or transfer or suffer or permit a conveyance or transfer of the applicable Leases. The current Leases are in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder premises demised by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received any interest therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion so as to effect a merger of the premises demised therebyestates and rights of, no such Tenant holds its leased premises or termination or diminution of the obligations of lessee thereunder, (ii) shall not consent to, reject, approve or disapprove any action or inaction requested by any tenant under any Lease, including, without limitation any assignment of or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant subletting under any Lease has (provided, however, that Lender's consent to a right subletting or option pursuant to assignment shall not be required if such Lease subletting or otherwise to purchase all or assignment is in accordance with the terms of such Lease), which consent may be unreasonably withheld by Lender in its discretion, and (iii) shall not pursue any part of the leased premises or the building of which the leased premises are a part. No Tenant remedies under any Lease has or any right guaranty with respect thereto without the prior written consent of Lender. Notwithstanding the foregoing, Borrower may, without the prior written consent of Lender, make minor modifications or option for additional space amendments, or give consents, with respect to any Lease so long as such modification, amendment, or consent does not potentially affect the length of the term of such Lease and does not result in the Improvementsreduction of the tenant's obligations for the payment of rent, additional rent, or any other charges payable by the tenant under such Lease, or amend or modify any provision of such Lease relating to exclusivity of use, co-tenancy rights, or kick-out rights.

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

Leases. No Individual The Property is not subject to any Leases leases other than the Leases described in the certified rent roll delivered to Lender in connection with the closing of the Loan (the “Certified Rent Roll”)attached hereto as Schedule I and made a part hereof, which rent roll is true, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual the Property or right to occupy the same except under and pursuant to the provisions of the applicable Leases. The current Leases are DynCorp Lease in full force and effect, and, to each Individual Borrower’s knowledge after due inquiry, effect and there are no defaults thereunder by either party and there are no conditions that, with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiryExcept for a sublease for approximately 1,000 square feet at the Property entered into by and between DynCorp, no Tenant listed on the Certified Rent Roll as sublessor, and Xxxxxx and Xxxxxxx Xxx, DBA Centre Convenience, as sublessee, (i) DynCorp has not assigned its Lease or sublet all or any portion of the premises demised therebythereby and (ii) no one, no except DynCorp and such Tenant holds sublessee and their respective employees occupies such leased premises. DynCorp does not hold its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no No Tenant under any Lease has a right or option pursuant to such Lease or otherwise to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space in the Improvements. Borrower is not currently in discussions or negotations (directly or indirectly) with DynCorp with respect to any material modification of the Lease, including, without limitation, any reduction in the rent or the term thereof.

Leases. No Individual Property (a) Each applicable Obligor shall furnish Lender with executed copies of all Major Leases, together with a detailed breakdown of income and cost associated therewith. A new Lease which is subject to not a Major Lease, and a renewal or amendment of a Lease which is not a Major Lease, and any Leases other than the Leases described termination of, or surrender of rights under, a Lease which is not a Major Lease, shall not require Lender's approval, provided that, in the certified case of the execution of a new Lease that is not a Major Lease or amendment or renewal of a Lease which is not a Major Lease, (i) the rent roll delivered and other amounts payable thereunder, based upon the location of the demised premises, the type of property, and the tenant improvements, allowances or concessions to Lender be made or provided by the landlord thereunder (taken as a whole) are "market" rate and (ii) the proposed terms thereof (taken as a whole) are Commercially Reasonable. Any Lease that does not satisfy the requirements set forth in connection the preceding sentence, and all new Leases which are Major Leases, and all terminations, renewals and amendments of Major Leases, and any surrender of rights under any Major Lease which results in a reduction of the rent payable thereunder, may be entered into only with the closing prior written consent of the Loan (the “Certified Rent Roll”)Lender, which rent roll consent shall not be unreasonably withheld, delayed or qualified. Additionally, Lender's approval shall not be required for the extension, renewal or other amendment of a Lease that is truenot a Major Lease if such extension, complete and accurate in all respects as of the Closing Date. With respect to each Individual Property, the applicable Individual Borrower renewal or other amendment is the owner and lessor of landlord’s interest in the Leases. No Person has any possessory interest in any Individual Property or right to occupy the same except under and at a rental rate required pursuant to the provisions terms of such Tenant's existing Lease and the other terms of such extended, renewed or modified Lease are, taken as a whole, substantially the same as or better than those contained in such Tenant's existing Lease. All new Leases shall provide that they are subject and subordinate to any current or future mortgage financing on the applicable Leases. The current Leases are in full force Property and effectthat the Tenant agrees to attorn to any foreclosing mortgagee at such mortgagee's request; provided that Lender will enter into subordination, and, to each Individual Borrower’s knowledge after due inquiry, there are no defaults thereunder by either party nondisturbance and there are no conditions that, attornment agreements with the passage of time or the giving of notice, or both, would constitute defaults thereunder. No Rent has been paid more than one (1) month in advance of its due date. All security deposits are held by the applicable Individual Borrower in accordance with applicable law. All work to be performed by the applicable Individual Borrower under each Lease has been performed as required and has been accepted by the applicable any Tenant, and any payments, free rent, partial rent, rebate of rent or other payments, credits, allowances or abatements if required to be given by the applicable Individual Borrower to any Tenant has already been received by such Tenant. There has been no prior sale, transfer or assignment, hypothecation or pledge of any Lease or of the Rents received therein which is outstanding. To each Individual Borrower’s knowledge after due inquiry, no Tenant listed on the Certified Rent Roll has assigned its Lease or sublet all or any portion of the premises demised thereby, no such Tenant holds its leased premises under assignment or sublease, nor does anyone except such Tenant and its employees occupy such leased premises. Except as disclosed to Lender in writing, no Tenant under any Lease has a right or option do so pursuant to such Lease or otherwise Tenant's Lease, on Lender's standard form of subordination, nondisturbance and attornment agreement attached hereto as Exhibit J, subject to purchase all or any part of the leased premises or the building of which the leased premises are a part. No Tenant under any Lease has any right or option for additional space such changes as Lender shall approve in the Improvementsits reasonable discretion.

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