Common use of Leases and Rents Clause in Contracts

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases and other agreements affecting the use, enjoyment or occupancy of the Land and the Improvements heretofore or hereafter entered into, whether before or after the filing by or against Borrower of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time (the "Bankruptcy Code") (the "Leases") and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, profits (including all oil and gas or other mineral royalties and bonuses), pass-throughs, tenant-required contributions for taxes, costs for major improvements, leasing commissions, capital expenditures and other cash items from the Land and the Improvements whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases leasehold estate, right, title and interest of Borrower in and to all leases, subleases, subsubleases, lettings, licenses, concessions or other agreements affecting the use(whether SMRH:4842-8642-7337.7 -3- Accenture Tower - Mortgage, enjoyment 0YWK-314211 written or occupancy oral) pursuant to which any Person is granted a possessory interest in, or right to use or occupy all or any portion of the Land and the Improvements Improvements, and every modification, amendment or other agreement relating to such leases, subleases, subsubleases, or other agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Borrower of any petition for relief under 11 U.S.C. Section §101 et seq., as the same may be amended from time to time (the "“Bankruptcy Code"”) (collectively, the "“Leases"”) and all right, title and interest of Borrower, its successors and assigns therein and thereunder, includingincluding all cash, without limitation, cash letters of credit or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenuesrent equivalents, issuesmoneys payable as damages or in lieu of rent or rent equivalents, profits royalties (including all oil and gas or other mineral royalties and bonuses), pass-throughsincome, tenant-required contributions for taxesreceivables, costs for major improvementsreceipts, leasing commissionsrevenues, capital expenditures deposits (including security, utility and other cash items from the Land deposits), accounts, cash, issues, profits, charges for services rendered, and the Improvements whether paid other consideration of whatever form or accruing before or after the filing nature received by or against paid to or for the account of or benefit of Borrower of or its agents or employees from any petition for relief under the Bankruptcy Code and all proceeds sources arising from or attributable to the Property, including all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the sale, termination lease, sublease, license, concession or other disposition grant of the Leases right of the use and occupancy of property or rendering of services by Borrower or Property Manager and proceeds, if any, from any award, judgment business interruption or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases other loss of income insurance whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are heldObligations (as hereinafter defined);

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases leases, subleases, rental agreements, tenancies, occupancy or concession agreements, registration cards and agreements, if any, and other agreements whether or not in writing affecting the use, enjoyment or occupancy of the Land and and/or the Improvements heretofore or hereafter entered intointo (including, without limitation, the Operating Lease) and all extensions, amendments and modifications thereto, whether before or after the filing by or against Borrower Mortgagor of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time Creditor's Rights Laws (the "Bankruptcy Code"defined below) (collectively, the "“Leases") ”), and all right, title and interest of BorrowerMortgagor, its successors and assigns therein and thereunder, including, without limitation, cash any guaranties of the lessees' obligations thereunder, cash, guaranty agreements, letters of credit, bonds, sureties or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, registration fees, advance rental payments, payments incident to assignment, sublease or surrender of a Lease, claims for forfeited deposits and claims for damages, now due or hereafter to become due, with respect to any Lease, any indemnification against, or reimbursement for, sums paid and costs and expenses incurred by the Mortgagor under any Lease or otherwise, and any award in the event of the bankruptcy of any Tenant under or guarantor of a Lease, if any, and profits (including all oil and gas or other mineral royalties and bonuses)bonuses and all rents, pass-throughsrevenues, tenant-required contributions for taxesbonus money, costs for major improvementsroyalties, leasing commissionsrights and benefits accruing to Mortgagor under all present and future oil, capital expenditures gas and other cash items mineral leases on any parts of the Land and the Improvements) from the Land and the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements whether paid or accruing before or after acquired from others, including, without limitation, from the filing by or against Borrower rental of any petition for relief under the Bankruptcy Code and all proceeds from the saleoffice space, termination retail space, commercial space, guest room or other disposition space, halls, stores or offices, including any deposits securing reservations of the Leases such space, exhibit or from any awardsales space of every kind, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectivelylicense, the "Rents") lease, sublease and the right to receive concession fees and apply the Rents to the payment of the Debtrentals, health club membership fees, food and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;beverage

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases leases, tenancies, licenses, subleases, rental agreements, registration cards and agreements, if any, and other agreements affecting agreements, whether or not in writing, providing for the use, enjoyment or occupancy of the Land and and/or the Improvements heretofore or hereafter entered intointo and all extensions, amendments and modifications thereto, whether before or after the filing by or against Borrower Mortgagor of any petition for relief under Title 11 U.S.C. Section U.S.C.A. § 101 et seq., . and the regulations adopted and promulgated thereto (as the same may be amended from time to time (time, the "“Bankruptcy Code"”) (the "“Tenant Leases"”) and all right, title and interest of BorrowerMortgagor, its successors and assigns therein and thereunder, including, without limitation, any guaranties of the lessees’ obligations thereunder, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, payments in connection with any termination, cancellation or surrender of any Tenant Lease, revenues, issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonuses)) from the Land, pass-throughsthe Improvements, tenant-required contributions for taxesall income, costs for major improvementsrents, leasing commissionsroom rates, capital expenditures issues, profits, revenues, deposits, accounts and other cash items benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Borrower Mortgagor of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination sale or other disposition of the Tenant Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to (the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and the right to receive and apply the Rents to the payment of the Debt; Condemnation Awards. All awards or payments, including interest thereon, which may heretofore and all deposits hereafter be made by borrower pursuant with respect to this Security Instrument the Property, whether from the exercise of the right of eminent domain (including but not limited to any transfer made in lieu of or in anticipation of the exercise of the right), or for a change of grade, or for any other agreement injury to or decrease in the value of the Property; Insurance Proceeds. All proceeds of and any unearned premiums on any insurance policies covering the Property, including, without limitation, the right to receive and apply the proceeds of any insurance, judgments, or settlements made in lieu thereof, for damage to the Property; Tax Certiorari. All refunds, rebates or credits in connection with Lender regarding a reduction in real estate taxes and assessments charged against the Property and as a result of tax certiorari or any accounts in which such deposits are heldapplications or proceedings for reduction;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases and other leases, subleases, subsubleases, lettings, licenses, concessions or other agreements affecting the use(whether written or oral) pursuant to which any Person is granted a possessory interest in, enjoyment or occupancy right to use or occupy all or any portion of the Land and the Improvements Improvements, and every modification, amendment or other agreement relating to such leases, subleases, subsubleases, or other agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Borrower of any petition for relief under 11 U.S.C. Section 101 et seq.any Creditors Rights Laws (collectively, as the same may be amended from time “Leases” provided that, except for purposes of ensuring that Borrower’s right, title and interest in respect of Hotel Transactions have been assigned to time (Lender and are subject to the "Bankruptcy Code") (lien hereof, the "term “Leases"” shall not include Hotel Transactions) and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, incomerent equivalents, additional rents, revenues, issues, profits moneys payable as damages (including payments by reason of the rejection of a Lease in a Bankruptcy Action) or in lieu of rent or rent equivalents, royalties (including, without limitation, all oil and gas or other mineral royalties and bonuses), pass-throughsincome, tenant-required contributions for taxesreceivables, costs for major improvementsreceipts, leasing commissionsrevenues, capital expenditures deposits (including, without limitation, security, utility and other cash items deposits), accounts, cash, issues, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Borrower, Master Lessee, Manager, or any of their respective agents or employees from any and all sources arising from or attributable to the Property, including, without limitation, all hotel receipts, revenues and credit card receipts collected from guest rooms, restaurants, bars, meeting rooms, banquet rooms and recreational facilities, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the sale, lease, sublease, license, concession or other grant of the right of the use and occupancy of property or rendering of services by Borrower or Master Lessee or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others (including, without limitation, from the Land rental of any office space, retail space, guest rooms or other space, halls, stores, and offices, and deposits securing reservations of such space), license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and the Improvements whether paid Insurance Proceeds, if any, from business or accruing before rental interruption or after other loss of income insurance (collectively, the filing by or against Borrower of any petition for relief under the Bankruptcy Code “Rents”) and all proceeds from the sale, termination sale or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases [(including the Ground Lease)], subleases [(including the Operating Lease)], rental agreements, registration cards and agreements, if any, and other agreements agreements, whether or not in writing, affecting the use, enjoyment or occupancy of the Land and and/or the Improvements heretofore or hereafter entered intointo and all extensions, amendments and modifications thereto, whether before or after the filing by or against Borrower Mortgagors of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time Bankruptcy Code (the "Bankruptcy Code") (the "“Leases"”) and all right, title and interest of BorrowerMortgagors, its their respective successors and assigns therein and thereunder, including, without limitation, any guaranties of the lessees’ obligations thereunder, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonuses)bonuses and all rents, pass-throughsrevenues, tenant-required contributions for taxesbonus money, costs for major improvementsroyalties, leasing commissionsrights and benefits accruing to Mortgagors under all present and future oil, capital expenditures gas and other cash items mineral leases on any parts of the Land and the Improvements) from the Land and the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagors or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are heldObligations;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases and other leases, subleases or sub-subleases, lettings, licenses, concessions or other agreements affecting the use(whether written or oral) pursuant to which any Person is granted a possessory interest in, enjoyment or occupancy right to use or occupy all or any portion of the Land and the Improvements Improvements, and every modification, amendment or other agreement relating to such leases, subleases, sub-subleases, or other agreements entered into in connection with such leases, subleases, sub-subleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered intointo (collectively, the “Leases”; provided that, except for purposes of ensuring that Borrower’s right, title and interest in respect of Hotel Transactions have been assigned to Lender and are subject to the lien hereof, the term “Leases” shall not include Hotel Transactions), whether before or after the filing by or against Borrower of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time (the "Bankruptcy Code") (the "Leases") Code and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, issues and profits (including all oil and gas or other mineral royalties and bonuses), pass-throughs, tenant-required contributions for taxes, costs for major improvements, leasing commissions, capital expenditures and other cash items ) from the Land and the Improvements whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and shall also include, without limitation, (i) rights to payment earned under the Leases for space in the Improvements for the operation of ongoing businesses, such as restaurants, newsstands, xxxxxx shops, beauty shops and pharmacies, and (ii) all other income, consideration, issues, accounts, profits or benefits of any nature arising from the ownership, possession, use or operation of the Property, including, without limitation, all revenues, receipts, income, receivables and accounts relating to or arising from rentals, rent equivalent income, income and profits from guest rooms, meeting rooms, banquet rooms, food and beverage facilities, recreational facilities, spas, vending machines, telephone and television systems, guest laundry, and the provision or sale of other goods and services, as well as all room rents, accounts, accounts receivable and hotel receivables and all other payments and rights to payment of any nature whatsoever made for or with respect to hotel room occupancy by any Person, which includes any payment or monies received or to be received in whole or in part, whether actual or deemed to be, for the sale of services or products in connection with such occupancy, advance registration fees by hotel guests, tour or junket proceeds or deposits, deposits for convention and/or party reservations, and other benefits, and all rights to payment with respect to conference facilities, dining or bar facilities, recreational facilities or other facilities in any way connected with the Property, all rights to payment from any consumer credit charge card organization or entity including, without limitation, payments arising from the use of the American Express Card, Discover Card, the Visa Card, the Xxxxx Xxxxxxx Card, the MasterCard or any other credit card, including those now existing or hereafter created, substitutions therefor, and proceeds thereof (whether cash or non-cash, movable or immovable, tangible or intangible) received from the sale, exchange, transfer, collection or other disposition or substitution thereof, and any other items of revenue, receipts or other income as identified in the most recent edition of the Uniform System of Accounts for Hotels, as adopted by the American Hotel and Lodging Association (collectively, the “Rents”) and all proceeds from the sale, termination sale or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases leases, subleases , rental agreements, registration cards and agreements, if any, and other agreements , whether or not in writing, affecting the use, enjoyment or occupancy of the Land and and/or the Improvements heretofore or hereafter entered intointo and all extensions, amendments and modifications thereto, whether before or after the filing by or against Borrower Mortgagor of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time (the "Bankruptcy Code") Code (the "Leases") and all right, title and interest of BorrowerMortgagor, its successors and assigns therein and thereunder, including, without limitation, any guaranties of the lessees' obligations thereunder, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, registration fees, if any and profits (including all oil and gas or other mineral royalties and bonuses)) from the Land, pass-throughsthe Improvements, tenant-required contributions for taxesall income, costs for major improvementsrents, leasing commissionsroom rates, capital expenditures issues, profits, revenues, deposits, accounts and other cash items benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases Subject to Section 1.02 hereof, and, if applicable, the Loan Agreement, all existing and future leases, subleases, subsubleases, lettings, licenses, concessions or other agreements made a part thereof (whether written or oral and whether now or hereafter in effect) affecting the use, enjoyment enjoyment, or occupancy of all or any part of the Land and and/or the Improvements heretofore or hereafter entered intointo and all extensions, amendments, modifications or other agreements relating to such leases, subleases, subsubleases, or other agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee, letter of credit or any other credit support of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, and the right, title and interest of Mortgagor, its successors and assigns, therein, whether before or after the filing by or against Borrower Mortgagor of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time Bankruptcy Code (the "Bankruptcy Code") (the "“Leases"”) and all right, title and interest of BorrowerMortgagor, its successors and assigns therein and thereunder, including, without limitation, any guaranties of the lessees’ obligations thereunder (“Lease Guaranties”), cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, rent equivalents, payments in connection with any termination, cancellation or surrender of any Lease, revenues, issues, issues and profits (including including, without limitation, all oil and gas or other mineral royalties and bonuses), pass-throughs, tenant-required contributions for taxes, costs for major improvements, leasing commissions, capital expenditures and other cash items ) from the Land and and/or the Improvements whether paid or accruing before or after the filing by or against Borrower Mortgagor of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination sale or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to (the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are heldSecured Obligations;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases leases, subleases , rental agreements, registration cards and agreements, if any, and other agreements , whether or not in writing, affecting the use, enjoyment or occupancy of the Land and and/or the Improvements heretofore or hereafter entered intointo and all extensions, amendments and modifications thereto, whether before or after the filing by or against Borrower Mortgagor of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time Bankruptcy Code (the "Bankruptcy Code") (the "“Leases"”) and all right, title and interest of BorrowerMortgagor, its successors and assigns therein and thereunder, including, without limitation, any guaranties of the lessees’ obligations thereunder, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, registration fees, if any and profits (including all oil and gas or other mineral royalties and bonuses)) from the Land, pass-throughsthe Improvements, tenant-required contributions for taxesall income, costs for major improvementsrents, leasing commissionsroom rates, capital expenditures issues, profits, revenues, deposits, accounts and other cash items benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases and leases, subleases, subsubleases, lettings, licenses, concessions or other agreements affecting the use(whether written or oral) pursuant to which any Person is granted a possessory interest in, enjoyment or occupancy right to use or occupy all or any portion of the Land and the Improvements Improvements, and every modification, amendment or other agreement relating to such leases, subleases, subsubleases, or other agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Borrower Grantor of any petition for relief under 11 U.S.C. Section §101 et seq., as the same may be amended from time to time (the "“Bankruptcy Code"”) (collectively, the "“Leases"”) and all right, title and interest of BorrowerGrantor, its successors and assigns therein and thereunder, includingincluding all cash, without limitation, cash letters of credit or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenuesrent equivalents, issuesmoneys payable as damages or in lieu of rent or rent equivalents, profits royalties (including all oil and gas or other mineral royalties and bonuses), pass-throughsincome, tenant-required contributions for taxesreceivables, costs for major improvementsreceipts, leasing commissionsrevenues, capital expenditures deposits (including security, utility and other cash items deposits), accounts, cash, issues, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Grantor or its agents or employees from any and all sources arising from or attributable to the Land Property, including all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the Improvements sale, lease, sublease, license, concession or other grant of the right of the use and occupancy of property or rendering of services by Grantor or Property Manager and proceeds, if any, from business interruption or other loss of income insurance whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower Grantor of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are heldObligations (as hereinafter defined);

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All of Borrower’s right, title and interest in all leases and (including, without limitation, ground leases, subleases or subsubleases), lettings, licenses, concessions or other agreements affecting the use(whether written or oral) pursuant to which Borrower grants any person a possessory interest in, enjoyment or occupancy right to use or occupy all or any portion of the Land and the Improvements Improvements, and every modification, amendment or other agreement relating to such leases, subleases, subsubleases, or other agreements entered into by Borrower in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered intointo (collectively, the “Leases”), whether before or after the filing by or against Borrower of any petition for relief under 11 U.S.C. Section §101 et seq., as the same may be amended from time to time (the "“Bankruptcy Code") (the "Leases"”) and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, incomerent equivalents, tenant termination and contraction fees, moneys payable as damages or in lieu of rent or rent equivalents, additional rents, revenues, issues, issues and profits (including all oil and gas or other mineral royalties and bonuses), pass-throughsincome, tenant-required contributions for taxesfees, costs for major improvementsreceivables, leasing commissionsdeposits (including, capital expenditures without limitation, security, utility and other cash items deposits) accounts and receipts from the Land and the Improvements whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the “Rents”) and all proceeds from the sale, termination sale or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and the right to receive and apply the Rents to the payment of the Debt, Debt and all deposits made by borrower the performance of the Other Obligations pursuant to this Security Instrument or other agreement with Lender regarding the Property terms of the Loan Documents and applicable law. Notwithstanding the foregoing, the term “Rents” shall not include Rents payable under a lease to which Borrower is not a party and any accounts in which such deposits are heldfees or reimbursements payable to any manager under any management agreement;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases existing and future leases, subleases, rental agreements, registration cards and agreements, if any, and other agreements whether or not in writing affecting the use, enjoyment or occupancy of the Land and and/or the Improvements heretofore or hereafter entered intointo (including, without limitation, the Operating Lease) and all extensions, amendments and modifications thereto, whether before or after the filing by or against Borrower Mortgagor of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time Creditor’s Rights Laws (the "Bankruptcy Code"defined below) (collectively, the "“Leases"”) and all right, title and interest of BorrowerMortgagor, its successors and assigns therein and thereunder, including, without limitation, any guaranties of the lessees’ obligations thereunder, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonusesbonuses and all rents, revenues, bonus money, royalties, rights and benefits accruing to Mortgagor under all present and future oil, gas and mineral leases on any parts of the Land and the Improvements), pass-throughs, tenant-required contributions for taxes, costs for major improvements, leasing commissions, capital expenditures and other cash items from the Land and the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Borrower Mortgagor of any petition for relief under Creditors Rights Laws (the Bankruptcy Code “Rents”) and all proceeds from the sale, termination sale or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and the right to receive and apply the Rents to the payment of the DebtObligations. As used herein, and all deposits made by borrower pursuant the term “Creditors Rights Laws” shall mean any existing or future Laws of any jurisdiction, domestic or foreign, relating to this Security Instrument bankruptcy, insolvency, reorganization, conservatorship, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other agreement relief with Lender regarding the Property and any accounts in which such deposits are heldrespect to its debts or debtors;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases leases, subleases , rental agreements, registration cards and agreements, if any, and other agreements , whether or not in writing, affecting the use, enjoyment or occupancy of the Land and and/or the Improvements heretofore or hereafter entered intointo and all extensions, amendments and modifications thereto, whether before or after the filing by or against Borrower Trustor of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time (the "Bankruptcy Code") Code (the "Leases") and all right, title and interest of BorrowerTrustor, its successors and assigns therein and thereunder, including, without limitation, any guaranties of the lessees' obligations thereunder, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonuses)) from the Land, pass-throughsthe Improvements, tenant-required contributions for taxesall income, costs for major improvementsrents, leasing commissionsroom rates, capital expenditures issues, profits, revenues, deposits, accounts and other cash items benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Trustor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower Trustor of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases and leases, subleases, subsubleases, lettings, licenses, concessions or other agreements affecting the use(whether written or oral) pursuant to which any Person is granted a possessory interest in, enjoyment or occupancy of right to use or occupy all or any portion of, the Land and the Improvements Improvements, and every modification, amendment or other agreement relating to such leases, subleases, subsubleases, or other agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Borrower of any petition for relief under 11 U.S.C. Section 101 et seq.any Creditors Rights Laws (collectively, as the same may be amended from time to time (the "Bankruptcy Code") (the "“Leases"”) and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenuesrent equivalents, issuesmoneys payable as damages or in lieu of rent or rent equivalents, profits royalties (including including, without limitation, all oil and gas or other mineral royalties and bonuses), pass-throughsincome, tenant-required contributions for taxesreceivables, costs for major improvementsreceipts, leasing commissionsrevenues, capital expenditures deposits (including, without limitation, security, utility and other cash items deposits), accounts, cash, issues, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Borrower or its agents or employees from any and all sources arising from or attributable to the Land Property, including, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the Improvements sale, lease, sublease, license, concession or other grant of the right of the use and occupancy of property or rendering of services by Borrower and proceeds, if any, from business interruption or other loss of income insurance whether paid or accruing before or after the filing by or against Borrower of any petition for relief under any Creditors Rights Laws (collectively, the Bankruptcy Code “Rents”) and all proceeds from the sale, termination sale or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases and other agreements affecting the ---------------- use, enjoyment or occupancy of the Land Land, the Leased Land, and the Improvements heretofore or hereafter entered into, whether entered into before or after the filing by or against Borrower of any petition for relief under 11 U.S.C. Section 101 101, et seq., . as the same may be amended from time to time (the "Bankruptcy Code") (the "Leases") and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, profits (including all oil and gas or other mineral royalties and bonuses), pass-pass throughs, tenant-required contributions for taxes, costs for major improvements, leasing commissions, capital expenditures and other cash items from the Land and the Improvements whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and the right to receive and apply the Rents to the payment of the Debt, ; and all deposits made by borrower Borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases and other agreements affecting providing for the use, enjoyment or occupancy of the Land and the Improvements heretofore or hereafter entered into, including, without limitation, the Master Lease, but excluding Hotel Transactions, whether before or after the filing by or against Borrower Grantor of any petition for relief under 11 U.S.C. Section §101 et seq., as the same may be amended from time to time (the "“Bankruptcy Code"”) (collectively, the "“Leases"”) and all right, title and interest of BorrowerGrantor, its successors and assigns therein and thereunder, including, without limitation, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, issues and profits (including all oil and gas or other mineral royalties and bonuses)bonuses constituting as-extracted collateral under the Uniform Commercial Code, pass-throughs, tenant-required contributions for taxes, costs for major improvements, leasing commissions, capital expenditures and other cash items relating to the Land or any portion thereof) from the Land and the Improvements Improvements, to the extent permitted under applicable law, and including, but not limited to, all rents, rent equivalents, income, receivables, revenues, receipts, insurance proceeds, deposits and profits arising from the Leases and renewals thereof together with all rents, rent equivalents, income, fees, receivables, accounts, profits (including, but not limited to, all oil and gas or other mineral royalties and bonuses), charges for services rendered and any and all payment and consideration of whatever form or nature received by Grantor or its agents (other than fees payable to such agents that are not for the benefit of Grantor) or employees (other than salaries or wages due such employees) from any and all sources, including, without limitation, any interest of Grantor in the Management Agreement and in that certain Assignment of Leases and Rents and Security Agreement (and in the collateral described therein), made by Master Tenant to Grantor and intended to be duly recorded, which beneficial rights are also assigned to Lender pursuant to the Collateral Assignment of Subleases, the sums due thereunder and any sums relating to the use, enjoyment and occupancy of the Property, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, meeting rooms, banquet rooms and recreational facilities, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the sale, lease, sublease, license, concession or other grant of the right of the use and occupancy of property or rendering of services by Grantor or any operator or manager of the hotel or the commercial space located in the Property or acquired from others (including, without limitation, from the rental of any office space, retail space, guest rooms or other space, halls, stores, and offices, and deposits securing reservations of such space), license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, and vending machine sales and proceeds, whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower Grantor of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment and performance of the Obligations including the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases leases, subleases, rental agreements, registration cards and agreements, if any, and other agreements whether or not in writing affecting the use, enjoyment or occupancy of the Land and and/or the Improvements heretofore or hereafter entered intointo (including, without limitation, the Operating Lease) and all extensions, amendments and modifications thereto, whether before or after the filing by or against Borrower Mortgagor of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time Creditor's Rights Laws (the "Bankruptcy Code"defined below) (collectively, the "“Leases") ”), and all right, title and interest of BorrowerMortgagor, its successors and assigns therein and thereunder, including, without limitation, any guaranties of the lessees' obligations thereunder, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonuses)bonuses and all rents, pass-throughsrevenues, tenant-required contributions for taxesbonus money, costs for major improvementsroyalties, leasing commissionsrights and benefits accruing to Mortgagor under all present and future oil, capital expenditures gas and other cash items mineral leases on any parts of the Land and the Improvements) from the Land and the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Borrower Mortgagor of any petition for relief under Creditors Rights Laws (the Bankruptcy Code “Rents”), and all proceeds from the sale, termination sale or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and the right to receive and apply the Rents to the payment of the DebtObligations. As used herein, and all deposits made by borrower pursuant the term “Creditors Rights Laws” shall mean any existing or future Laws of any jurisdiction, domestic or foreign, relating to this Security Instrument bankruptcy, insolvency, reorganization, conservatorship, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other agreement relief with Lender regarding the Property and any accounts in which such deposits are heldrespect to its debts or debtors;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases existing or future leases, subleases, rental agreements and other agreements affecting whether or not in writing for the use, enjoyment use or occupancy of the Land and and/or the Improvements Improvements, or any part thereof, heretofore or hereafter entered intointo and all extensions, renewals, amendments, replacements, and modifications thereto or thereof, and each existing or future guaranty of payment or performance thereunder, whether before or after the filing by or against Borrower Mortgagor of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time Creditors Rights Laws (the "Bankruptcy Code"defined below) (collectively, the "“Leases"”) and all right, title and interest of BorrowerMortgagor, its successors and assigns therein and thereunder, including, without limitation, any guaranties of the lessees’ obligations thereunder, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited or letters of credit delivered thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, bonuses, revenues, issues, proceeds, and profits (including all oil rents, revenues, bonus money, royalties, rights, and benefits accruing to Mortgagor under all present and future oil, gas or other and mineral royalties leases on any parts of the Land and bonuses), pass-throughs, tenant-required contributions for taxes, costs for major improvements, leasing commissions, capital expenditures and other cash items the Improvements) from the Land and the Improvements, all income, rents, issues, profits, revenues, deposits, accounts and other benefits from operation of the Improvements on the Land and/or the Improvements, including, without limitation, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, Lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land or Improvements (or both), or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the Improvements or the commercial space located in the Improvements or acquired from others including, without limitation, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land or the Improvements (or both) whether paid or accruing before or after the filing by or against Borrower Mortgagor of any petition for relief under Creditors Rights Laws and all proceeds and other amounts paid or owing to Mortgagor under or pursuant to any and all contracts and bonds relating to the Bankruptcy Code construction or renovation of the Property (collectively, the “Rents”) and all proceeds from the sale, termination sale or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and the right to receive and apply the Rents to the payment of the DebtSecured Obligations (as such term is defined in Section 2.3 hereinbelow). As used herein, and all deposits made by borrower pursuant the term “Creditors Rights Laws” shall mean any applicable existing or future law of any jurisdiction, domestic or foreign, relating to this Security Instrument bankruptcy, insolvency, reorganization, conservatorship, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other agreement relief with Lender regarding the Property and any accounts in which such deposits are heldrespect to its debts or debtors;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases leases, subleases, subsubleases, lettings, licenses (including, without limitation, that certain License Agreement effective as of January 1, 2014 by -2- and between 333 Hope and 333 Plant), concessions or other agreements affecting the use(whether written or oral) (including, enjoyment without limitation, that certain Energy Services Agreement effective as of January 1, 2014 by and between 333 Hope and 333 Plant) pursuant to which any Person is granted a possessory interest in, or occupancy right to use or occupy all or any portion of the Land and the Improvements Improvements, and every modification, amendment or other agreement relating to such leases, subleases, subsubleases, or other agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Borrower of any petition for relief under 11 U.S.C. Section 101 et seq.any Creditors Rights Laws (collectively, as the same may be amended from time to time (the "Bankruptcy Code") (the "“Leases"”) and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenuesrent equivalents, issuesmoneys payable as damages or in lieu of rent or rent equivalents, profits royalties (including including, without limitation, all oil and gas or other mineral royalties and bonuses), pass-throughsincome, tenant-required contributions for taxesreceivables, costs for major improvementsreceipts, leasing commissionsrevenues, capital expenditures deposits (including, without limitation, security, utility and other cash items deposits), accounts, cash, issues, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Borrower or its agents or employees from any and all sources arising from or attributable to the Land Property, including, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the Improvements sale, lease, sublease, license, concession or other grant of the right of the use and occupancy of property or rendering of services by Borrower or Manager and proceeds, if any, from business interruption or other loss of income insurance whether paid or accruing before or after the filing by or against Borrower of any petition for relief under any Creditors Rights Laws (collectively, the Bankruptcy Code “Rents”) and all proceeds from the sale, termination sale or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases and leases, subleases, subsubleases, lettings, licenses, concessions or other agreements affecting the use(whether written or oral) pursuant to which any Person is granted a possessory interest in, enjoyment or occupancy right to use or occupy all or any portion of the Land and the Improvements Improvements, and every modification, amendment or other agreement relating to such leases, subleases, subsubleases, or other agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Borrower Mortgagor of any petition for relief under 11 U.S.C. Section 101 et seq.any existing or future law of any jurisdiction, as the same may be amended from time domestic or foreign, relating to time bankruptcy, insolvency, reorganization, conservatorship, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to debts or debtors (the "Bankruptcy Code"“Creditors Rights Laws”) (collectively, the "“Leases"”) and all right, title and interest of BorrowerMortgagor, its successors and assigns therein and thereunder, including, without limitation, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenuesrent equivalents, issuesmoneys payable as damages or in lieu of rent or rent equivalents, profits royalties (including including, without limitation, all oil and gas or other mineral royalties and bonuses), pass-throughsincome, tenant-required contributions for taxesreceivables, costs for major improvementsreceipts, leasing commissionsrevenues, capital expenditures deposits (including, without limitation, security, utility and other cash items deposits), accounts, cash, issues, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources arising from or attributable to the Land Property, including, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the Improvements sale, lease, sublease, license, concession or other grant of the right of the use and occupancy of property or rendering of services by Xxxxxxxxx and proceeds, if any, from business interruption or other loss of income insurance whether paid or accruing before or after the filing by or against Borrower Mortgagor of any petition for relief under any Creditors Rights Laws (collectively, the Bankruptcy Code “Rents”) and all proceeds from the sale, termination sale or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases and other agreements affecting the use, enjoyment or occupancy of the Land and the Improvements heretofore or hereafter entered intointo (including, without limitation, the Operating Lease, all patient admissions and resident care agreements, all lettings, subleases, licenses, concessions, tenancies and other occupancy agreements covering or encumbering all or any portion of the Property), whether before or after the filing by or against such Borrower of any petition for relief under 11 U.S.C. Section 101 (S)101 et seq., as the same may be amended from time to time (the "Bankruptcy Code") (collectively, the "Leases") and all right, title and interest of such Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenuesrevenues (including, issueswithout limitation, (i) rights to payment earned under the Leases for space in the Improvements for the operation of ongoing businesses, such as restaurants, news stands, xxxxxx shops, beauty shops and pharmacies and (ii) all other income, consideration, profits and benefits of any nature arising from the ownership, possession, use or operation of the Property, including, without limitation Patient Revenues and Self-Pay Receivables), issues and profits (including all oil and gas or other mineral royalties and bonuses), pass-throughs, tenant-required contributions for taxes, costs for major improvements, leasing commissions, capital expenditures and other cash items ) from the Land and the Improvements whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against such Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases and leases, subleases or subsubleases, lettings, licenses, concessions or other agreements affecting the use(whether written or oral) pursuant to which any Person is granted a possessory interest in, enjoyment or occupancy right to use or occupy all or any portion of the Land Land, the Condominium Project, the Units and the Improvements Improvements, and every modification, amendment or other agreement relating to such leases, subleases, subsubleases, or other agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered intointo (collectively, the “Leases”), whether before or after the filing by or against Borrower of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time (the "Bankruptcy Code") (the "Leases") Code and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, issues and profits (including all oil and gas or other mineral royalties and bonuses), pass-throughsall revenues and credit card receipts collected from the rental of guest rooms (whether to individuals, tenant-required contributions for taxesgroups or transients), costs for major improvementsrestaurants, leasing commissionsroom service, capital expenditures bars, honor bars, meeting rooms, banquet rooms and recreational facilities, all receivables, customer obligations, installment payment obligations and other cash items obligations now existing or hereafter arising or created out of the sale, lease, sublease, license, concession or other grant of the right of the use and occupancy of property or rendering of services by Borrower or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others (including, without limitation, from the Land rental of any office space, retail space, guest rooms or other space, halls, stores, and offices, and deposits securing reservations of such space), license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales, movie rentals, telephone service and proceeds, if any, from business interruption or other loss of income insurance from the Land, the Condominium Project, the Units and the Improvements whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases leases, subleases, rental agreements, registration cards and agreements, if any, and other agreements agreements, whether or not in writing, affecting the use, enjoyment or occupancy of the Land and and/or the Improvements heretofore or hereafter entered intointo and all extensions, amendments and modifications thereto, whether before or after the filing by or against Borrower Mortgagor of any petition for relief under 11 U.S.C. Section 101 et seq., as the same may be amended from time to time (the "Bankruptcy Code") Code (the "Leases") and all right, title and interest of BorrowerMortgagor, its successors and assigns therein and thereunder, including, without limitation, any guaranties of the lessees' obligations thereunder, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenues, issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonuses)) from the Land, pass-throughsthe Improvements, tenant-required contributions for taxesall income, costs for major improvementsrents, leasing commissionsroom rates, capital expenditures issues, profits, revenues, deposits, accounts and other cash items benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against Borrower Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;

Leases and Rents. [LEASEHOLD PROVISIONS TO BE ADDED FOR 0000 XXXXXX XX XXXXXXXX] All leases and other agreements affecting the use, enjoyment or occupancy of the Land and the Improvements heretofore or hereafter entered intointo (including, without limitation, the Operating Lease, all patient admissions and resident care agreements, all lettings, subleases, licenses, concessions, tenancies and other occupancy agreements covering or encumbering all or any portion of the Property), whether before or after the filing by or against such Borrower of any petition for relief under 11 U.S.C. Section 101 U.S.C.ss.101 et seq., as the same may be amended from time to time (the "Bankruptcy Code") (collectively, the "Leases") and all right, title and interest of such Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities, if any, and other cash equivalents, if any, and any Lease Guaranties (hereinafter defined) securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, income, additional rents, revenuesrevenues (including, issueswithout limitation, (i) rights to payment earned under the Leases for space in the Improvements for the operation of ongoing businesses, such as restaurants, news stands, xxxxxx shops, beauty shops and pharmacies and (ii) all other income, consideration, profits and benefits of any nature arising from the ownership, possession, use or operation of the Property, including, without limitation Patient Revenues and Self-Pay Receivables), issues and profits (including all oil and gas or other mineral royalties and bonuses), pass-throughs, tenant-required contributions for taxes, costs for major improvements, leasing commissions, capital expenditures and other cash items ) from the Land and the Improvements whether paid or accruing before or after the filing by or against Borrower of any petition for relief under the Bankruptcy Code and all proceeds from the sale, termination or other disposition of the Leases or from any award, judgment or payment which may heretofore or hereafter be made with respect to any action or proceeding brought with respect to the Leases whether paid or accruing before or after the filing by or against such Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt, and all deposits made by borrower pursuant to this Security Instrument or other agreement with Lender regarding the Property and any accounts in which such deposits are held;