0000936392-06-000286 Sample Contracts

Defeasance Account Agreement
Defeasance Account Agreement • March 30th, 2006 • Casa Munras Hotel Partners L P • Hotels & motels

THIS DEFEASANCE ACCOUNT AGREEMENT (this “Agreement”) is entered into as of November 18, 2005 by and among CASA MUNRAS HOTEL PARTNERS, L.P., a California limited partnership (“Pledgor”), WELLS FARGO BANK, N.A., as Securities Intermediary and Custodian (“Intermediary”), U.S. BANK NATIONAL ASSOCIATION, successor-in-interest to State Street Bank and Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 1998 (the “Pooling and Servicing Agreement”), for the Registered Holders of Credit Suisse First Boston Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 1998-PS2 and as secured party (together with its successors and assigns, “Pledgee”), and GMAC COMMERCIAL MORTGAGE CORPORATION, successor-in-interest to AMRESCO Services, L.P., as servicer, as servicer on behalf of said trustee under the Pooling and Servicing Agreement (“Servicer”) upon the following terms and conditions:

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MODIFICATION, WAIVER AND CONSENT
Modification, Waiver and Consent • March 30th, 2006 • Casa Munras Hotel Partners L P • Hotels & motels

THIS MODIFICATION, WAIVER AND CONSENT, dated as of November 18, 2005 (this “Waiver and Consent”) made by and between CASA MUNRAS HOTEL PARTNERS, L.P., a California limited partnership (the “Borrower”), and U.S. BANK NATIONAL ASSOCIATION, successor-in-interest to State Street Bank and Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 1998 (the “Pooling and Servicing Agreement”), for the Registered Holders of Credit Suisse First Boston Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 1998-PS2 (together with its successors and/or assigns, the “Lender”). Capitalized terms used but not defined herein shall have the respective meanings assigned to such terms in the Mortgage (as defined below) or in the Defeasance Pledge and Security Agreement of even date (the “Security Agreement”).

Defeasance Pledge And Security Agreement
Defeasance Pledge and Security Agreement • March 30th, 2006 • Casa Munras Hotel Partners L P • Hotels & motels • New York

THIS DEFEASANCE PLEDGE AND SECURITY AGREEMENT, dated as of November 18, 2005 (this “Agreement”) made by and among CASA MUNRAS HOTEL PARTNERS, L.P., a California limited partnership (“Pledgor”), U.S. BANK NATIONAL ASSOCIATION, successor-in-interest to State Street Bank and Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 1998 (the “Pooling and Servicing Agreement”), for the Registered Holders of Credit Suisse First Boston Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 1998-PS2 and as secured party (together with its successors and assigns, “Pledgee”), and, for the sole purpose of agreeing to the provisions of Sections 7, 8, 9, 16, 22 and 25 of this Agreement, WELLS FARGO BANK, N.A., as Securities Intermediary (“Intermediary”).

Defeasance Assignment, Assumption And Release Agreement
Assignment, Assumption and Release Agreement • March 30th, 2006 • Casa Munras Hotel Partners L P • Hotels & motels

THIS DEFEASANCE ASSIGNMENT, ASSUMPTION AND RELEASE AGREEMENT, dated as of November 18, 2005 (this “Agreement”) made by and among CASA MUNRAS HOTEL PARTNERS, L.P., a California limited partnership (“Pledgor”), NEWCSFBMSC 98-PS2 LLC, a Delaware limited liability company (“Successor Borrower”), U.S. BANK NATIONAL ASSOCIATION, successor-in-interest to State Street Bank and Trust Company, as Trustee under the Pooling and Servicing Agreement, dated as of October 1, 1998 (the “Pooling and Servicing Agreement”), for the Registered Holders of Credit Suisse First Boston Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 1998-PS2 and as secured party (“Pledgee”), GMAC COMMERCIAL MORTGAGE CORPORATION, successor-in-interest to AMRESCO Services, L.P., as Servicer (“Servicer”) under the Pooling and Servicing Agreement, and, for the sole purpose of acknowledging the transactions effected by this Agreement, WELLS FARGO BANK, N.A., as Securities Intermediary and Custodian (

TERMINATION OF MANAGEMENT CONTRACT
Termination of Management Contract • March 30th, 2006 • Casa Munras Hotel Partners L P • Hotels & motels • California

This TERMINATION AGREEMENT (the “Agreement”) is made on November 15, 2005 by and among Casa Munras Hotel Partners, L.P., a California limited partnership, previously named Western Host Monterey Partners (the “Owner”) and Westland Hotel Corp., a California corporation (the “Manager”), with respect to the following:

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