Common use of Cooperation in Syndication Clause in Contracts

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts to assist each such Initial Lender in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to (i) facilitate direct contact between senior management, advisors and Affiliates of Borrower and the proposed Assignees and/or Participants, (ii) assist in the preparation of such Disclosure Documents as shall be used in connection with each Assisted Syndication, and providing information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndication, (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) and its or their successors and assigns; and (iii) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts agrees to assist each such Initial the Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to the Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or Participants, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lender, of one or more meetings of prospective Assignees and/or Participants, (iv) the delivery of appraisals satisfactory to the Lender if required. To assist the Lender in its Syndication efforts, Borrower agrees promptly to prepare and providing provide to the Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Mortgage Borrower, Holdings, Manager, the Operating Company, Guarantor Guarantor, the Collateral, the Senior Mezzanine Collateral and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial the Lender may reasonably request in connection with each Assisted Syndication, (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted the Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) Loan. If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (ia) deliver updated financial and operating statements and other information reasonably required by each Initial the Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iib) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; (c) execute modifications to the Loan Documents required by the Lender, provided that such modification will not (except as set forth in (d)) change any material or economic terms of the Loan Documents, or otherwise increase the obligations or decrease the rights of Borrower pursuant to the Loan Documents (except to a de minimis extent); and (iiid) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial . Such Notes or components may be assigned different interest rates, so long as the weighted average of such interest rates does not exceed the Applicable Interest Rate, except in connection with the application of principal to such Notes or components following the occurrence of an Event of Default. Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Lender and Borrower associated with (1) any restructuring of the Loan requested by a Lender Lender, including under clause (iii) above Sections 2.1.5, 2.1.6 and (2) any actions requested by a Lender under clause (ii) above2.1.7, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts agrees to assist each such Initial the Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to the Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or Participants, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lender, of one or more meetings of prospective Assignees and/or Participants, (iv) the delivery of appraisals satisfactory to the Lender if required. To assist the Lender in its Syndication efforts, Borrower agrees promptly to prepare and providing provide to the Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Mortgage Borrower, Holdings, Manager, the Operating Company, Guarantor Guarantor, the Collateral, the Senior Mezzanine Collateral and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial the Lender may reasonably request in connection with each Assisted Syndication, (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted the Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) Loan. If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (ia) deliver updated financial and operating statements and other information reasonably required by each Initial the Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iib) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; (c) execute modifications to the Loan Documents required by the Lender, provided that such modification will not (except as set forth in (d)) change any material or economic terms of the Loan Documents, or otherwise increase the obligations or decrease the rights of Borrower pursuant to the Loan Documents (except to a de minimis extent); and (iiid) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial . Such Notes or components may be assigned different interest rates, so long as the weighted average of such interest rates does not exceed the Applicable Interest Rate, except in connection with the application of principal to such Notes or components following the occurrence of an Event of Default. Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Lender and Borrower associated with (1) any restructuring of the Loan requested by a Lender Lender, including under clause (iii) above Sections 2.1.5, 2.1.6 and (2) any actions requested by a Lender under clause (ii) above2.1.7, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts agrees to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior managementmanagement and advisors of Borrower, advisors and Affiliates of Borrower Sponsor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, and providing (iv) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, Sponsor, any SPE Component Entity (if any), Pledgor, Additional Obligor, the Operating Company, Guarantor Collateral and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (iA) amend the Loan Documents to give Lender the right, at Lender’s sole cost and expense, to have the Property reappraised on an annual basis; (B) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted the Syndication, if available to Borrower; (iiC) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; (D) execute modifications to the Loan Documents required by the Co- Lenders, provided that such modification will not (except as set forth in clause (E) below), change any material or economic terms of the Loan Documents, or otherwise materially increase the obligations or decrease the rights of Borrower pursuant to the Loan Documents, except to a de minimis extent; and (iiiE) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. . Such Notes or components may be assigned different interest rates, so long as weighted average of such interest rates does not exceed the applicable Interest Rate (c) Each Initial Lender engaged other than due to an Event of Default or prepayments of principal in an Assisted Syndication and connection with a Casualty or Condemnation). Borrower each shall pay their respective costs and expenses be responsible for payments of its legal fees incurred in connection with compliance with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender requests made under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lenderthis Section.

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts agrees to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, Guarantor, any Mortgage SPE Component Entity (if any), any SPE Component Entity (if any), the Operating Company, Guarantor Collateral and the Properties Property contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (iA) amend the Loan Documents to give Lender the right, at Lender’s sole cost and expense, to have the Property reappraised on an annual basis; (B) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iiC) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; (D) execute modifications to the Loan Documents required by the Co- Lenders; provided, however, that Borrower shall not be required to so modify or amend any Loan Document or organizational document if such modification or amendment shall impose a Secondary Market Adverse Change on the Borrower or Guarantor; and (iiiE) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same; provided, however, that Borrower shall not be required to so modify or amend any Loan Document or organizational document if such modification or amendment shall impose a Secondary Market Adverse Change on the Borrower or Guarantor. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts and Guarantor agree to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (b) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower and Guarantor agree promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Guarantor, Principal, Operating Company, Guarantor Tenant and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantswhen furnished, complete and correct in all material respects and does not or attend one will not, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to Lender by Borrower or any Initial Lender of their representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, Borrower and Guarantor hereby agrees to use commercially reasonable efforts to: (i) amend the Loan Documents to give Lender the right, at Borrower’s sole cost and expense, to have one or more of the Properties reappraised on an annual basis; (ii) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iiiii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; and (iiiiv) execute modifications to the Loan Documents required by the Co- Lenders, provided that such modification will not (except as set forth in (v) and (vi) below) change any material or economic terms of the Loan Documents, or otherwise materially increase the obligations or materially decrease the rights of Borrower pursuant to the Loan Documents; (v) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities, and maturities, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same.. Such Notes or components may be assigned different interest rates, so long as the initial weighted average of such interest rates does not exceed the Applicable Interest Rate; and (cvi) Each Initial Lender engaged in an Assisted Syndication execute modifications to the Loan Documents changing the interest rate for the Loan and the Mortgage Loan, provided that the initial weighted average of the interest rate spreads for the Loan and the Mortgage Loan after such modification shall not exceed the weighted average of the interest rate spreads for the Loan and the Mortgage Loan immediately prior to such modification and the scheduled amortization payments after such modification will not exceed the Scheduled Amortization Payments due under the Loan Agreement and Mezzanine Loan Agreement immediately prior to such modification. The Borrower each shall pay their respective also provide opinions and title insurance reasonably necessary to effectuate the same. All third party costs and expenses and out-of-pocket expenses incurred by Lender in connection with this Section 9.7.3 and the Syndication shall be paid by Lender (except as otherwise expressly set forth herein). These shall include, but not be limited to, fees and disbursements of legal counsel, accountants, and other professionals retained by Lender and fees and expenses incurred for producing any offering documents or any other materials (including travel by Lender and its agents, design, printing, photograph and documents production costs). Solely for the purposes of this Section 9.7.3, Lender shall reimburse Borrower for all of its reasonable out-of-pocket costs and expenses, including the reasonable out-of-pocket fees and expenses of Borrower’s counsel in excess of $25,000 (it being understood that Borrower shall be responsible for paying up to $25,000 of such costs, fees and expenses), that Borrower incurs in connection with complying with a request made by Lender under this Section 9.7.3 in connection with a Securitization. Upon Lender’s request, Borrower shall deliver to Lender such evidence required by Lender demonstrating that Borrower has incurred such out-of-pocket costs, fees and expenses, including, delivery of bills and invoices reflecting such fees, costs and expenses. Notwithstanding the foregoing, including, without limitation, legal fees in connection with any the provisions of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, this paragraph shall in each case no way limit or affect any Borrower obligation to pay any costs expressly required to be paid solely by such Initial LenderBorrower pursuant to any other Sections of this Agreement.

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, agrees to use (and cause its Affiliates to use) commercially reasonable efforts to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall includeinclude the following, with respect to in each Initial Lender’s Assisted Syndicationcase, using commercially reasonable efforts to as reasonably requested by Lender (i) facilitate direct contact between senior managementmanagement and advisors of Borrower, advisors Sponsor and Affiliates of Borrower Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist provision of information for use in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, and providing (iv) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate (subject to the other provisions of this Agreement), the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Manager, Guarantor, Sponsor, any SPE Component Entity (if any), Mezzanine Borrower, Holdings, ManagerOperating Lessee Pledgor, the Operating Company, Guarantor Collateral and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host If required in connection with each Initial Lender together the Syndication, Borrower hereby agrees that, in addition to complying with its prospective Assignees and/or ParticipantsSection 11.1, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to it shall use commercially reasonable efforts to cause its senior management, advisors obtain and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; and (iii) if the Initial Lender elects, in . Borrower shall be responsible for payments of its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses legal fees incurred in connection with compliance with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender requests made under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lenderthis Section.

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts agrees to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mezzanine A Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, Guarantor, any Mortgage SPE Component Entity (if any), any Mezzanine A SPE Component Entity (if any), any SPE Component Entity (if any), the Operating CompanyCollateral, Guarantor the Mezzanine A Collateral and the Properties Property contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (iA) amend the Loan Documents to give Lender the right, at Lender’s sole cost and expense, to have the Property reappraised on an annual basis; (B) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iiC) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; (D) execute modifications to the Loan Documents required by the Co- Lenders; provided, however, that Borrower shall not be required to so modify or amend any Loan Document or organizational document if such modification or amendment shall impose a Secondary Market Adverse Change on the Borrower or Guarantor; and (iiiE) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same; provided, however, that Borrower shall not be required to so modify or amend any Loan Document or organizational document if such modification or amendment shall impose a Secondary Market Adverse Change on the Borrower or Guarantor. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, agrees to use (and cause its Affiliates to use) commercially reasonable efforts to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall includeinclude the following, with respect to in each Initial Lender’s Assisted Syndicationcase, using commercially reasonable efforts to as reasonably requested by Lender (i) facilitate direct contact between senior managementmanagement and advisors of Borrower, advisors Sponsor and Affiliates of Borrower Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist provision of information for use in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, and providing (iv) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate (subject to the other provisions of this Agreement), the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage BorrowerManager, Senior Guarantor, Sponsor, any SPE Component Entity (if any), Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor Lessee Pledgor and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host If required in connection with each Initial Lender together the Syndication, Borrower hereby agrees that, in addition to complying with its prospective Assignees and/or ParticipantsSection 11.1, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to it shall use commercially reasonable efforts to cause its senior management, advisors obtain and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; and (iii) if the Initial Lender elects, in . Borrower shall be responsible for payments of its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses legal fees incurred in connection with compliance with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender requests made under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lenderthis Section.

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts to assist each such Initial Lender in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to (i) facilitate direct contact between senior management, advisors and Affiliates of Borrower and the proposed Assignees and/or Participants, (ii) assist in the preparation of such Disclosure Documents as shall be used in connection with each Assisted Syndication, and providing information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndication, (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) and its or their successors and assigns; and (iii) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts and Guarantor agree to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (b) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower and Guarantor agree promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Guarantor, Principal, Operating CompanyTenant, Guarantor and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantswhen furnished, complete and correct in all material respects and does not or attend one will not, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to Lender by Borrower or any Initial Lender of their representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, Borrower and Guarantor hereby agrees to use commercially reasonable efforts to: (i) amend the Loan Documents to give Lender the right, at Borrower’s sole cost and expense, to have one or more of the Properties reappraised on an annual basis; (ii) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iiiii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; and (iiiiv) execute modifications to the Loan Documents required by the Co- Lenders, provided that such modification will not (except as set forth in (v) and (vi) below) change any material or economic terms of the Loan Documents, or otherwise materially increase the obligations or materially decrease the rights of Borrower pursuant to the Loan Documents; (v) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities, and maturities, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same.. Such Notes or components may be assigned different interest rates, so long as the initial weighted average of such interest rates does not exceed the Applicable Interest Rate; and (cvi) Each Initial Lender engaged in an Assisted Syndication execute modifications to the Loan Documents changing the interest rate for the Loan and the Mezzanine Loan, provided that the initial weighted average of the interest rate spreads for the Loan and the Mezzanine Loan after such modification shall not exceed the weighted average of the interest rate spreads for the Loan and the Mezzanine Loan immediately prior to such modification and the scheduled amortization payments after such modification will not exceed the Scheduled Amortization Payments due under the Loan Agreement and Mezzanine Loan Agreement immediately prior to such modification. The Borrower each shall pay their respective also provide opinions and title insurance reasonably necessary to effectuate the same. All third party costs and expenses and out-of-pocket expenses incurred by Lender in connection with this Section 9.7.3 and the Syndication shall be paid by Lender (except as otherwise expressly set forth herein). These shall include, but not be limited to, fees and disbursements of legal counsel, accountants, and other professionals retained by Lender and fees and expenses incurred for producing any offering documents or any other materials (including travel by Lender and its agents, design, printing, photograph and documents production costs). Solely for the purposes of this Section 9.7.3, Lender shall reimburse Borrower for all of its reasonable out-of-pocket costs and expenses, including the reasonable out-of-pocket fees and expenses of Borrower’s counsel in excess of $25,000 (it being understood that Borrower shall be responsible for paying up to $25,000 of such costs, fees and expenses), that Borrower incurs in connection with complying with a request made by Lender under this Section 9.7.3 in connection with a Syndication. Upon Lender’s request, Borrower shall deliver to Lender such evidence required by Lender demonstrating that Borrower has incurred such out-of-pocket costs, fees and expenses, including, delivery of bills and invoices reflecting such fees, costs and expenses. Notwithstanding the foregoing, including, without limitation, legal fees in connection with any the provisions of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, this paragraph shall in each case no way limit or affect any Borrower obligation to pay any costs expressly required to be paid solely by such Initial LenderBorrower pursuant to any other Sections of this Agreement.

Cooperation in Syndication. (a) The Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender the Lenders and the Administrative Agent, upon reasonable request, in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (completing a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to may include (i) facilitate direct contact between senior management, management and advisors and Affiliates of the Borrower and the proposed Assignees and/or ParticipantsLenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lenders and providing the Administrative Agent, of one or more meetings of prospective Lenders or with the credit rating agencies, (iv) the delivery of appraisals reasonably satisfactory to the Lenders and the Administrative Agent if required, and (v) working with the Lenders and the Administrative Agent to procure a rating for the Advances by the credit rating agencies. (b) The Lenders and the Administrative Agent shall manage all aspects of any Syndication of the Advances, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Lenders and the amount and distribution of fees among the Lenders. To assist the Lenders and the Administrative Agent in their Syndication efforts, the Borrower agrees promptly to prepare and provide to the Lenders and the Administrative Agent all information with respect to the Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Managerthe Parent, the Operating CompanySponsor, Guarantor each Seller and the Properties Servicer contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender the Lenders and the Administrative Agent may reasonably request in connection with each Assisted Syndicationthe Syndication of the Advances. The Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to the Lenders and the Administrative Agent by the Borrower or any of their representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantswhen furnished, complete and correct in all material respects and does not or attend one will not, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to the Lenders and the Administrative Agent by the Borrower or any Initial Lender of its representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. The Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Advances, the Administrative Agent, the Lenders and, if applicable, the credit rating agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, the Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender the Lenders and the Administrative Agent to facilitate each such Initial Lender’s Assisted the Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lenders and the Administrative Agent with respect to the any environmental assessments and reports delivered to the Lender prior to Lenders and the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date)Administrative Agent, which will run to the requesting Initial Lender(s) Lender and its or their respective successors and assigns; (iii) execute modifications to the Facility Documents required by the Lenders, provided that such modification will not change any material or economic terms of the Facility Documents, or otherwise materially increase the obligations or materially decrease the rights of the Borrower pursuant to the Facility Documents; and (iiiiv) if the Initial Lender electsLenders and the Administrative Agent elect, in its their respective individual sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Advances into two or more parts, or any note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, the Borrower agrees to cooperate with Lenders and the Initial Lender engaged in Administrative Agent, at no cost or expense to the Assisted Syndication Borrower, in connection with the foregoing and to execute the required modifications and amendments to the Notesany note, this Agreement and the Loan other Facility Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. . Such notes or components may be assigned different interest rates, so long as (cx) Each Initial Lender engaged with respect to Class A Advances, the weighted average of such interest rates does not exceed the Class A Interest and (y) with respect to Class B Advances, the weighted average of such interest rates does not exceed the Class B Interest, in an Assisted Syndication each case, without giving effect to any deviation attributable to the imposition of any Post-Default Rate or prepayments pursuant to Section 2.06 hereof and without the prior consent of the Borrower each shall pay and the Administrative Agent. In Witness Whereof, the parties hereto have caused this Agreement to be executed by their respective costs and expenses incurred in connection with the foregoingofficers thereunto duly authorized, including, without limitation, legal fees in connection with any as of the foregoing mattersdate first above written. Sezzle Funding SPE II, except that all costs LLC, as Borrower By: Name: Title: Xxxxxxx Xxxxx Bank USA, as Administrative Agent and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Class A Lender under clause (iii) above and (2) any actions requested by a By: Name: Title: Bastion Consumer Funding II LLC, as Class B Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.By: Name: Title: Xxxxxxx Sachs Bank USA 77.78% $97,220,000 $97,220,000 Bastion Consumer Funding II LLC 22.22% $27,780,000 $27,780,000 Aggregate Percentage: 100% $125,000,000 $125,000,000 Xxxxxxx Xxxxx Bank USA 100% $97,220,000 $97,220,000 Total: 100% $97,220,000 $97,220,000 Bastion Consumer Funding II LLC 100% $27,780,000 $27,780,000 Total: 100% $27,780,000 $27,780,000

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts and Guarantor agree to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (b) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower and Guarantor agree promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Guarantor, Principal, Operating CompanyTenant, Guarantor and the Properties Property contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantswhen furnished, complete and correct in all material respects and does not or attend one will not, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to Lender by Borrower or any Initial Lender of their representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, Borrower and Guarantor hereby agrees to use commercially reasonable efforts to: (i) amend the Loan Documents to give Lender the right, at Borrower’s sole cost and expense, to have the Property reappraised on an annual basis; (ii) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iiiii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; and (iiiiv) execute modifications to the Loan Documents required by the Co- Lenders, provided that such modification will not (except as set forth in (v) and (vi) below) change any material or economic terms of the Loan Documents, or otherwise materially increase the obligations or materially decrease the rights of Borrower pursuant to the Loan Documents; (v) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities, and maturities, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same.. Such Notes or components may be assigned different interest rates, so long as the initial weighted average of such interest rates does not exceed the Applicable Interest Rate; (cvi) Each Initial Lender engaged in execute modifications to the Loan Documents changing the interest rate for the Loan provided that the initial weighted average of the interest rate spreads for the Loan after such modification shall not exceed the weighted average of the interest rate spreads for the Loan immediately prior to such modification and the scheduled amortization payments after such modification will not exceed the Scheduled Amortization Payments due under the Loan Agreement immediately prior to such modification. The Borrower shall also provide opinions and title insurance reasonably necessary to effectuate the same; and (vii) deliver an Assisted Syndication Insolvency Opinion (at the sole cost and Borrower each shall pay their respective expense of Borrower). All third party costs and expenses and out-of-pocket expenses incurred by Lender in connection with this Section 9.7.3 and the Syndication shall be paid by Lender (except as otherwise expressly set forth herein). These shall include, but not be limited to, fees and disbursements of legal counsel, accountants, and other professionals retained by Lender and fees and expenses incurred for producing any offering documents or any other materials (including travel by Lender and its agents, design, printing, photograph and documents production costs). Solely for the purposes of this Section 9.7.3, Lender shall reimburse Borrower for all of its reasonable out-of-pocket costs and expenses, including the reasonable out-of-pocket fees and expenses of Borrower’s counsel in excess of $25,000 (it being understood that Borrower shall be responsible for paying up to $25,000 of such costs, fees and expenses), that Borrower incurs in connection with complying with a request made by Lender under this Section 9.7.3 in connection with a Syndication. Upon Lender’s request, Borrower shall deliver to Lender such evidence required by Lender demonstrating that Borrower has incurred such out-of-pocket costs, fees and expenses, including, delivery of bills and invoices reflecting such fees, costs and expenses. Notwithstanding the foregoing, including, without limitation, legal fees in connection with any the provisions of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, this paragraph shall in each case no way limit or affect any Borrower obligation to pay any costs expressly required to be paid solely by such Initial LenderBorrower pursuant to any other Sections of this Agreement.

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts agrees to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist in the preparation review of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted Syndicationthe Syndication prepared by Lender (it being agreed that Borrower shall cooperate in providing such information as Lender shall reasonably require in connection with the preparation of said memorandum and/or marketing materials), (iii) the participation, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating CompanyGuarantor, Guarantor any SPE Component Entity (if any) and the Properties Property contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co- Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. Notwithstanding the foregoing, Borrower shall not be required to deliver Projections in accordance with this Section 11.8(b) at any time that (i) NYC DCAS is the sole occupant of the Property and is paying full unabated Rent in accordance with its Lease and (ii) no Specified Tenant Trigger Period has occurred and is continuing. (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (iA) amend the Loan Documents to give Lender the right, at Borrower’s sole cost and expense, to have the Property reappraised on an annual basis; (B) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndicationthe Syndication in the same (or substantially similar) form as was delivered to Lender in connection with the origination of the Loan; (iiC) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; (D) execute modifications to the Loan Documents required by the Co- Lenders, provided that such modification will not (other than to a deminis extent and/or except as set forth in clause (E) below), change any terms of the Loan Documents, or otherwise increase the obligations or decrease the rights of Borrower pursuant to the Loan Documents; and (iiiE) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. Such Notes or components may be assigned different interest rates, so long as the initial weighted average of such interest rates does not exceed the applicable Interest Rate. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, agrees to use (and cause its Affiliates to use) commercially reasonable efforts to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall includeinclude the following, with respect to in each Initial Lender’s Assisted Syndicationcase, using commercially reasonable efforts to as reasonably requested by Lender (i) facilitate direct contact between senior managementmanagement and advisors of Borrower, advisors Sponsor and Affiliates of Borrower Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist provision of information for use in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, and providing (iv) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate (subject to the other provisions of this Agreement), the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mezzanine A Borrower, Mezzanine B Borrower, Mortgage Borrower, Senior Manager, Guarantor, Sponsor, any Applicable SPE Component Entity (if any), Mezzanine Borrower, Holdings, ManagerOperating Lessee Pledgor, the Operating Company, Guarantor Applicable Collateral and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host If required in connection with each Initial Lender together the Syndication, Borrower hereby agrees that, in addition to complying with its prospective Assignees and/or ParticipantsSection 11.1, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to it shall use commercially reasonable efforts to cause its senior management, advisors obtain and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; and (iii) if the Initial Lender elects, in . Borrower shall be responsible for payments of its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses legal fees incurred in connection with compliance with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender requests made under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lenderthis Section.

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, agrees to use (and cause its Affiliates to use) commercially reasonable efforts to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall includeinclude the following, with respect to in each Initial Lender’s Assisted Syndicationcase, using commercially reasonable efforts to as reasonably requested by Lender (i) facilitate direct contact between senior managementmanagement and advisors of Borrower, advisors Sponsor and Affiliates of Borrower Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist provision of information for use in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, and providing (iv) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate (subject to the other provisions of this Agreement), the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mezzanine A Borrower, Mortgage Borrower, Senior Manager, Guarantor, Sponsor, any Applicable SPE Component Entity (if any), Mezzanine Borrower, Holdings, ManagerOperating Lessee Pledgor, the Operating Company, Guarantor Applicable Collateral and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host If required in connection with each Initial Lender together the Syndication, Borrower hereby agrees that, in addition to complying with its prospective Assignees and/or ParticipantsSection 11.1, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to it shall use commercially reasonable efforts to cause its senior management, advisors obtain and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; and (iii) if the Initial Lender elects, in . Borrower shall be responsible for payments of its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses legal fees incurred in connection with compliance with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender requests made under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lenderthis Section.

Cooperation in Syndication. (ai) Each of Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts and Guarantor agree to assist each such Initial Lender in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (completing a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, and providing (iv) assisting Lender in Lender’s attempt to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Affiliated Manager, the Operating CompanyGuarantor, Guarantor any SPE Component Entity (if any) and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof (iii) host If required in connection with each Initial Lender together the Syndication, Borrower hereby agrees that, in addition to complying with its prospective Assignees and/or Participantsthe other provisions of this Section 11.9, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to it shall use commercially reasonable efforts to cause its senior management, advisors obtain and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; and (iii) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (a) The Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender the Lenders and the Administrative Agent, upon reasonable request, in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (completing a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to may include (i) facilitate direct contact between senior management, management and advisors and Affiliates of the Borrower and the proposed Assignees and/or ParticipantsLenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lenders and providing the Administrative Agent, of one or more meetings of prospective Lenders or with the credit rating agencies, (iv) the delivery of appraisals reasonably satisfactory to the Lenders and the Administrative Agent if required, and (v) working with the Lenders and the Administrative Agent to procure a rating for the Advances by the credit rating agencies. (b) The Lenders and the Administrative Agent shall manage all aspects of any Syndication of the Advances, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Lenders and the amount and distribution of fees among the Lenders. To assist the Lenders and the Administrative Agent in their Syndication efforts, the Borrower agrees promptly to prepare and provide to the Lenders and the Administrative Agent all information with respect to the Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Managerthe Parent, the Operating CompanySponsor, Guarantor each Seller and the Properties Servicer contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender the Lenders and the Administrative Agent may reasonably request in connection with each Assisted Syndicationthe Syndication of the Advances. The Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to the Lenders and the Administrative Agent by the Borrower or any of their representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantswhen furnished, complete and correct in all material respects and does not or attend one will not, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to the Lenders and the Administrative Agent by the Borrower or any Initial Lender of its representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. The Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Advances, the Administrative Agent, the Lenders and, if applicable, the credit rating agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, the Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender the Lenders and the Administrative Agent to facilitate each such Initial Lender’s Assisted the Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lenders and the Administrative Agent with respect to the any environmental assessments and reports delivered to the Lender prior to Lenders and the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date)Administrative Agent, which will run to the requesting Initial Lender(s) Lender and its or their respective successors and assigns; (iii) execute modifications to the Facility Documents required by the Lenders, provided that such modification will not change any material or economic terms of the Facility Documents, or otherwise materially increase the obligations or materially decrease the rights of the Borrower pursuant to the Facility Documents; and (iiiiv) if the Initial Lender electsLenders and the Administrative Agent elect, in its their respective individual sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Advances into two or more parts, or any note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, the Borrower agrees to cooperate with Lenders and the Initial Lender engaged in Administrative Agent, at no cost or expense to the Assisted Syndication Borrower, in connection with the foregoing and to execute the required modifications and amendments to the Notesany note, this Agreement and the Loan other Facility Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. . Such notes or components may be assigned different interest rates, so long as (cx) Each Initial Lender engaged with respect to Class A Advances, the weighted average of such interest rates does not exceed the Class A Interest and (y) with respect to Class B Advances, the weighted average of such interest rates does not exceed the Class B Interest, in an Assisted Syndication each case, without giving effect to any deviation attributable to the imposition of any Post-Default Rate or prepayments pursuant to Section 2.06 hereof and without the prior consent of the Borrower each shall pay and the Administrative Agent. In Witness Whereof, the parties hereto have caused this Agreement to be executed by their respective costs and expenses incurred in connection with the foregoingofficers thereunto duly authorized, including, without limitation, legal fees in connection with any as of the foregoing mattersdate first above written. Sezzle Funding SPE II, except that all costs LLC, as Borrower By: Name: Title: Xxxxxxx Xxxxx Bank Usa, as Administrative Agent and expenses Class A Lender By: Name: Title: Bastion Consumer Funding II LLC, as Class B Lender By: Name: Title: Lender Percentage Committed Facility Amount Incremental Amount Xxxxxxx Xxxxx Bank Usa 77.78 % $ 97,220,000 $ 97,220,000 Bastion Consumer Funding II Llc 22.22 % $ 27,780,000 $ 27,780,000 Aggregate Percentage: 100 % $ 125,000,000 $ 125,000,000 Class A Lender Percentage of Borrower associated with (1) any restructuring Class A Advances Class A Committed Facility Amount Class A Incremental Amount Xxxxxxx Xxxxx Bank Usa 100 % $ 97,220,000 $ 97,220,000 Total: 100 % $ 97,220,000 $ 97,220,000 Class B Lender Percentage of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.Class B Advances Class B Committed Facility Amount Class B Incremental Amount Bastion Consumer Funding II Llc 100 % $ 27,780,000 $ 27,780,000 Total: 100 % $ 27,780,000 $ 27,780,000

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts agrees to assist each such Initial the Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to the Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or Participants, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lender, of one or more meetings of prospective Assignees and/or Participants, (iv) the delivery of appraisals satisfactory to the Lender if required. To assist the Lender in its Syndication efforts, Borrower agrees promptly to prepare and providing provide to the Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor Guarantor, the Collateral and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial the Lender may reasonably request in connection with each Assisted Syndication, (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted the Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) Loan. If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (ia) deliver updated financial and operating statements and other information reasonably required by each Initial the Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iib) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; (c) execute modifications to the Loan Documents required by the Lender, provided that such modification will not (except as set forth in (d)) change any material or economic terms of the Loan Documents, or otherwise increase the obligations or decrease the rights of Borrower pursuant to the Loan Documents (except to a de minimis extent); and (iiid) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial . Such Notes or components may be assigned different interest rates, so long as the weighted average of such interest rates does not exceed the Applicable Interest Rate, except in connection with the application of principal to such Notes or components following the occurrence of an Event of Default. Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Lender and Borrower associated with (1) any restructuring of the Loan requested by a Lender Lender, including under clause (iii) above Sections 2.1.5, 2.1.6 and (2) any actions requested by a Lender under clause (ii) above2.1.7, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts Xxxxxxxx agrees to assist each Xxxxxx in completing a Syndication satisfactory to Lender and such Initial Lender in connection with one secondary syndication (per Initial Lender) cooperation of the Loan or of all or any portion of such Initial LenderBorrower pursuant to this Section 13.9 shall be at Borrower’s Note (a “Syndication”)cost and expense. Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies, but shall not include the cost of third party reports or updates to existing reports. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Xxxxxx in its Syndication efforts, Xxxxxxxx agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, Guarantor, any SPE Component Entity (if any), the Operating Company, Guarantor and Property or the Properties Equity Collateral contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Xxxxxxxx understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts agrees, at Xxxxxxxx’s cost and expense, to: : (iA) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted the Syndication; ; (iiB) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co- Lender and its or their respective successors and assigns; and (iiiC) execute modifications to the Loan Documents required by the Co- Lenders, provided that such modification will not (except as set forth in clause (D) below), change any material or economic terms of the Loan Documents, or otherwise materially increase the obligations or materially decrease the rights of Borrower pursuant to the Loan Documents; and (D) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with . Such Notes or components may be assigned different interest rates, so long as the foregoinginitial weighted average of such interest rates does not exceed the applicable Interest Rate; provided, includinghowever, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring payments or repayments of the Loan requested by a Lender under clause may result in interest rate “creep” (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.i.

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts agrees to assist each such Initial the Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to the Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or Participants, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lender, of one or more meetings of prospective Assignees and/or Participants, (iv) the delivery of appraisals satisfactory to the Lender if required. To assist the Lender in its Syndication efforts, Borrower agrees promptly to prepare and providing provide to the Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial the Lender may reasonably request in connection with each Assisted Syndication, (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted the Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) Loan. If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (ia) deliver updated financial and operating statements and other information reasonably required by each Initial the Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iib) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; (c) execute modifications to the Loan Documents required by the Lender, provided that such modification will not (except as set forth in (d)) change any material or economic terms of the Loan Documents, or otherwise increase the obligations or decrease the rights of Borrower pursuant to the Loan Documents (except to a de minimis extent); and (iiid) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial . Such Notes or components may be assigned different interest rates, so long as the weighted average of such interest rates does not exceed the Applicable Interest Rate, except in connection with the application of principal to such Notes or components following the occurrence of an Event of Default. Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Lender and Borrower associated with (1) any restructuring of the Loan requested by a Lender Lender, including under clause (iii) above Sections 2.1.5, 2.1.6 and (2) any actions requested by a Lender under clause (ii) above2.1.7, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (a) The Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender the Lenders and the Administrative Agent, upon reasonable request, in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (completing a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to may include (i) facilitate direct contact between senior management, management and advisors and Affiliates of the Borrower and the proposed Assignees and/or ParticipantsLenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lenders and providing the Administrative Agent, of one or more meetings of prospective Lenders or with the credit rating agencies, (iv) the delivery of appraisals reasonably satisfactory to the Lenders and the Administrative Agent if required, and (v) working with the Lenders and the Administrative Agent to procure a rating for the Advances by the credit rating agencies. (b) The Lenders and the Administrative Agent shall manage all aspects of any Syndication of the Advances, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Lenders and the amount and distribution of fees among the Lenders. To assist the Lenders and the Administrative Agent in their Syndication efforts, the Borrower agrees promptly to prepare and provide to the Lenders and the Administrative Agent all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine the Borrower, Holdings, Managerthe Permitted Holder, the Operating Company, Guarantor Seller and the Properties Servicer contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender the Lenders and the Administrative Agent may reasonably request in connection with each Assisted Syndication, (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted the Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted Syndication, Advances. The Borrower hereby agrees to use commercially reasonable efforts to: represents and covenants that (i) deliver updated financial all information other than the Projections (the “Information”) that has been or will be made available to the Lenders and operating the Administrative Agent by the Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) with respect Projections that have been or will be made available to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) and its or their successors and assigns; and (iii) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement Lenders and the Loan Documents Administrative Agent by the Borrower or any of its representatives have been or will be prepared in good faith based upon reasonable assumptions. The Borrower understands that in arranging and to syndicating the Advances, the Administrative Agent, the Lenders and, if applicable, the credit rating agencies, may use reasonable efforts to provide opinions necessary to effectuate and rely on the sameInformation and Projections without independent verification thereof. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred If required in connection with the foregoingSyndication, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.hereby agrees to:

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts agrees to assist each such Initial the Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to the Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or Participants, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lender, of one or more meetings of prospective Assignees and/or Participants, (iv) the delivery of appraisals satisfactory to the Lender if required. To assist the Lender in its Syndication efforts, Borrower agrees promptly to prepare and providing provide to the Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial the Lender may reasonably request in connection with each Assisted Syndication, (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted the Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) Loan. If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (ia) deliver updated financial and operating statements and other information reasonably required by each Initial the Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iib) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; (c) execute modifications to the Loan Documents required by the Lender, provided that such modification will not (except as set forth in (d)) change any material or economic terms of the Loan Documents, or otherwise increase the obligations or decrease the rights of Borrower pursuant to the Loan Documents (except to a de minimis extent); and (iiid) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial . Such Notes or components may be assigned different interest rates, so long as the weighted average of such interest rates does not exceed the Applicable Interest Rate, except in connection with the application of principal to such Notes or components following the occurrence of an Event of Default. Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Lender and Borrower associated with (1) any restructuring of the Loan requested by a Lender Lender, including under clause (iii) above Section 2.1.5, 2.1.6 and (2) any actions requested by a Lender under clause (ii) above2.1.7, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable reasonably efforts to assist each such Initial cooperate with Lender in connection with one secondary syndication (per Initial Lender) completing a Syndication satisfactory to Lender and such cooperation of the Loan or of all or any portion of such Initial LenderBorrower pursuant to this Section 13.9 shall be at Borrower’s Note (a “Syndication”)sole reasonable cost and expense. Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist reasonable assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals satisfactory to Lender if required (provided in no event shall Borrower be required to pay for more than one appraisal pursuant to the Loan Documents in any twelve-month period), and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Manager, Guarantor, any SPE Component Entity (if any) and the Property contemplated hereby, including all financial information and projections, excluding any projections relating to the Manager or Guarantor (the “Projections”), as Lender may reasonably request in connection with the Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon assumptions believed by management to be reasonable at the time made. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating CompanyGuarantor, Guarantor any SPE Component Entity (if any) and the Properties Property contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (iiiii) host with each Initial the Projections that have been or will be made available to Lender together with its prospective Assignees and/or Participantsby Borrower or any of their representatives have been or will be prepared in good faith based upon assumptions believed by Borrower to be reasonable at the time prepared. Borrower understands that in arranging and syndicating the Loan, or attend one or more meetings with prospective Assignees and/or ParticipantsLender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (iA) at Borrower’s cost and expense, deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial the Syndication, consistent with the financial and operating statements other information required pursuant to Section 7.12 (provided that Guarantor shall only be required to provide information to the extent publicly available); and (B) at Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndicationsole cost and expense, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; and. (iiiv) if Notwithstanding anything to the Initial Lender electscontrary contained herein, in its sole discretion, prior to no event shall Borrower be responsible for paying any costs or upon a Syndication, to exercise its rights under Section 2.1.5, expenses other than legal fees and expenses incurred by Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with compliance with the foregoing and requests made pursuant to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use Section. Lender shall reimburse Borrower for all other reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective third-party costs and expenses incurred by Borrower in connection with the foregoingBorrower’s complying with requests made under this Section, including, without limitation, legal fees in connection with any of the foregoing matters, except that and Lender shall pay all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested incurred by Lender in connection a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial LenderSyndication.

Cooperation in Syndication. (ai) Each of Borrower agrees, upon the request of one or more Initial Lenders, and Guarantor agrees to use commercially reasonable efforts to reasonably assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, each of Borrower and Guarantor agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine A Borrower, Holdings, Manager, Guarantor, any SPE Component Entity (as defined herein, in the Operating CompanyMezzanine A Loan Agreement and in the Mortgage Loan Agreement) (if any), Guarantor any Xxxxxx Intermediate Entity, the Property (or any portion thereof), the Mezzanine A Collateral (or any portion thereof) and the Properties Collateral (or any portion thereof) contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Each of Borrower and Guarantor hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower, Guarantor or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower, Guarantor or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Each of Borrower and Guarantor understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted the Syndication, each of Borrower and Guarantor hereby agrees to use commercially reasonable efforts to: (iA) amend the Loan Documents to give Lender the right, at Borrower’s sole cost and expense, to have the Property reappraised on an annual basis; (B) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iiC) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; (D) execute modifications to the Loan Documents required by the Co- Lenders, provided that such modification will not (except as set forth in clause (E) below), change any material or economic terms of the Loan Documents, or otherwise materially increase the obligations or materially decrease the rights of Borrower and Guarantor pursuant to the Loan Documents; and (iiiE) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, Borrower and Guarantor agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. . Such Notes or components may be assigned different interest rates, so long as the initial weighted average of such interest rates does not exceed the applicable Interest Rate (c) Each Initial Lender engaged in except following an Assisted Syndication and Event of Default or any principal payments received on the Loan). Borrower each shall pay their respective costs and expenses be responsible for payments of its legal fees incurred in connection with compliance with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender requests made under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lenderthis Section.

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts agrees to assist each such Initial the Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to the Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or Participants, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lender, of one or more meetings of prospective Assignees and/or Participants, (iv) the delivery of appraisals satisfactory to the Lender if required. To assist the Lender in its Syndication efforts, Borrower agrees promptly to prepare and providing provide to the Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor Guarantor, the Collateral and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial the Lender may reasonably request in connection with each Assisted Syndication, (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted the Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) Loan. If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (ia) deliver updated financial and operating statements and other information reasonably required by each Initial the Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iib) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; (c) execute modifications to the Loan Documents required by the Lender, provided that such modification will not (except as set forth in (d)) change any material or economic terms of the Loan Documents, or otherwise increase the obligations or decrease the rights of Borrower pursuant to the Loan Documents (except to a de minimis extent); and (iiid) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial . Such Notes or components may be assigned different interest rates, so long as the weighted average of such interest rates does not exceed the Applicable Interest Rate, except in connection with the application of principal to such Notes or components following the occurrence of an Event of Default. Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Lender and Borrower associated with (1) any restructuring of the Loan requested by a Lender Lender, including under clause (iii) above Section 2.1.5, 2.1.6 and (2) any actions requested by a Lender under clause (ii) above2.1.7, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts Xxxxxxxx agrees to assist each such Initial Lender Xxxxxx in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Xxxxxx in its Syndication efforts, Xxxxxxxx agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating CompanyGuarantor, Guarantor any SPE Component Entity (if any) and the Properties Property contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted the Syndication, Borrower Xxxxxxxx hereby agrees to use commercially reasonable efforts to: (iA) amend the Loan Documents to give Lender the right to have the Property reappraised on an annual basis; (B) deliver updated financial and operating statements and other information reasonably required by each Initial Lender Xxxxxx to facilitate each such Initial Lender’s Assisted the Syndication; (iiC) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; ​ (D) execute modifications to the Loan Documents required by the Co- Lenders, provided that such modification will not (except as set forth in clause (E) below), change any material or economic terms of the Loan Documents, or otherwise materially increase the obligations or materially decrease the rights of Borrower pursuant to the Loan Documents; and (iiiE) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and . Such Notes or components may be assigned different interest rates, so long as the initial weighted average of such interest rates does not exceed the applicable Interest Rate. Borrower each shall pay their respective be responsible for payments of all third party costs and expenses incurred by Borrower in connection with the foregoing, including, without limitation, legal fees in connection Xxxxxxxx’s complying with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender requests made under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lenderthis Section.

Cooperation in Syndication. (a) The Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender the Lenders and the Administrative Agent, upon reasonable request, in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (completing a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to may include (i) facilitate direct contact between senior management, management and advisors and Affiliates of the Borrower and the proposed Assignees and/or ParticipantsLenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lenders and providing the Administrative Agent, of one or more meetings of prospective Lenders or with the credit rating agencies, (iv) the delivery of appraisals reasonably satisfactory to the Lenders and the Administrative Agent if required, and (v) working with the Lenders and the Administrative Agent to procure a rating for the Advances by the credit rating agencies. (b) The Lenders and the Administrative Agent shall manage all aspects of any Syndication of the Advances, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Lenders and the amount and distribution of fees among the Lenders. To assist the Lenders and the Administrative Agent in their Syndication efforts, the Borrower agrees promptly to prepare and provide to the Lenders and the Administrative Agent all information with respect to the Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Managerthe Parent, the Operating CompanySponsor, Guarantor each Seller and the Properties Servicer contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender the Lenders and the Administrative Agent may reasonably request in connection with each Assisted Syndicationthe Syndication of the Advances. The Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to the Lenders and the Administrative Agent by the Borrower or any of their representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantswhen furnished, complete and correct in all material respects and does not or attend one will not, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to the Lenders and the Administrative Agent by the Borrower or any Initial Lender of its representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. The Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Advances, the Administrative Agent, the Lenders and, if applicable, the credit rating agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, the Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender the Lenders and the Administrative Agent to facilitate each such Initial Lender’s Assisted the Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lenders and the Administrative Agent with respect to the any environmental assessments and reports delivered to the Lender prior to Lenders and the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date)Administrative Agent, which will run to the requesting Initial Lender(s) Lender and its or their respective successors and assigns; (iii) execute modifications to the Facility Documents required by the Lenders, provided that such modification will not change any material or economic terms of the Facility Documents, or otherwise materially increase the obligations or materially decrease the rights of the Borrower pursuant to the Facility Documents; and (iiiiv) if the Initial Lender electsLenders and the Administrative Agent elect, in its their respective individual sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Advances into two or more parts, or any note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, the Borrower agrees to cooperate with Lenders and the Initial Lender engaged in Administrative Agent, at no cost or expense to the Assisted Syndication Borrower, in connection with the foregoing and to execute the required modifications and amendments to the Notesany note, this Agreement and the Loan other Facility Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay . In Witness Whereof, the parties hereto have caused this Agreement to be executed by their respective costs and expenses incurred in connection with the foregoingofficers thereunto duly authorized, including, without limitation, legal fees in connection with any as of the foregoing mattersdate first above written. Sezzle Funding SPE II, except that all costs LLC, as Borrower By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Chief Financial Officer Bastion Funding VI LP, By: Bastion GP VI LLC, its General Partner as Administrative Agent and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: Manager Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.Percentage Committed Facility Amount Bastion Funding VI LP 100 % $ 150,000,000

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts agrees to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (a) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor and the Properties Property contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantswhen furnished, complete and correct in all material respects and does not or attend one will not, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to Lender by Borrower or any Initial Lender of their representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (b) If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) amend the Loan Documents to give Lender the right, at Borrower’s sole cost and expense, to have the Property reappraised on an annual basis; (ii) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iiiii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; and (iiiiv) execute modifications to the Loan Documents required by the Co- Lenders, provided that such modification will not (except as set forth in (v)) change any material or economic terms of the Loan Documents, or otherwise materially increase the obligations or materially decrease the rights of Borrower pursuant to the Loan Documents; and (v) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication . Such Notes or components may be assigned different interest rates, so long as the initial weighted average of such interest rates does not exceed the Applicable Interest Rate. All reasonable and Borrower each shall pay their respective customary third party costs and expenses incurred by Lender or Borrower in connection with the foregoing, including, without limitation, legal fees in connection Borrower’s complying with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender requests made under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.this

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, agrees to use (and cause its Affiliates to use) commercially reasonable efforts to assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall includeinclude the following, with respect to in each Initial Lender’s Assisted Syndicationcase, using commercially reasonable efforts to as reasonably requested by Lender (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist provision of information for use in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, and providing (iv) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate (subject to the other provisions of this Agreement), the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating CompanyGuarantor, Guarantor any SPE Component Entity (if any) and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host If required in connection with each Initial Lender together the Syndication, Borrower hereby agrees that, in addition to complying with its prospective Assignees and/or ParticipantsSection 11.1, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to it shall use commercially reasonable efforts to cause its senior management, advisors obtain and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; and (iii) if the Initial . Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective the costs and expenses incurred in connection of compliance with the foregoingthis Section 11.9 (other than Borrower’s legal fees, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, which shall in each case be paid solely by such Initial LenderBorrower).

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender in connection with one secondary syndication (per Initial completing Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one (1) or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals reasonably satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (b) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of its representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantsto Borrower’s Actual Knowledge, when furnished, complete and correct in all material respects and does not or attend one will not, to Borrower’s Actual Knowledge, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to Lender by Borrower or any Initial Lender of its representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) amend the Loan Documents to give Lender the right, at Lender’s sole cost and expense, to have the Properties reappraised on an annual basis; (ii) deliver updated financial and operating statements (as may be required to be delivered pursuant to Section 5.1.10 hereof) and other information reasonably required by each Initial Lender (as may be required to be delivered pursuant to Section 5.1.10 hereof) to facilitate each such Initial Lender’s Assisted the Syndication; (iiiii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use commercially reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), at Lender’s sole cost and expense, which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; and; (iiiiv) subject to the terms of Section 9.7.4, if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two (2) or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, maturities, and priorities, Borrower agrees to reasonably cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and and, subject in all cases to the applicable provisions of Section 9.5 hereof, to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same.. Such notes or components or tranches may be assigned different interest rates, so long as the weighted average of such interest rates does not exceed the Applicable Interest Rate (except for any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof); (cv) Each Initial Lender engaged in an Assisted Syndication Subject to the terms of Section 9.5 hereof, execute such other modifications to the Loan Documents reasonably required by the Co-Lenders; and (vi) amend the Organizational Documents of Mezzanine A Borrower and Borrower each shall pay their respective costs Mezzanine A Principal to “opt into” Article 8 of the UCC and expenses incurred in connection therewith, certificate the interests comprising the Collateral, deliver such certificates to Lender in accordance with the foregoing, including, without limitation, legal fees in connection with any of Pledge Agreement and deliver to Lender “springing control” endorsements (or the foregoing matters, except that all costs and expenses of Borrower associated with (1equivalent thereof) any restructuring of to the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial LenderUCC Title Insurance Policy.

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender in connection with one secondary syndication (per Initial completing Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one (1) or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals reasonably satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (b) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of its representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantsto Borrower’s Actual Knowledge, when furnished, complete and correct in all material respects and does not or attend one will not, to Borrower’s Actual Knowledge, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to Lender by Borrower or any Initial Lender of its representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) amend the Loan Documents to give Lender the right, at Lender’s sole cost and expense, to have the Properties reappraised on an annual basis; (ii) deliver updated financial and operating statements (as may be required to be delivered pursuant to Section 5.1.10 hereof) and other information reasonably required by each Initial Lender (as may be required to be delivered pursuant to Section 5.1.10 hereof) to facilitate each such Initial Lender’s Assisted the Syndication; (iiiii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use commercially reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), at Lender’s sole cost and expense, which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; and; (iiiiv) subject to the terms of Section 9.7.4, if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two (2) or more parts, or the Note into multiple component notes or tranches which may have different interest rate spreads, principal amounts, maturities, and priorities, Borrower agrees to reasonably cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and and, subject in all cases to the applicable provisions of Section 9.5 hereof, to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same.. Such notes or components or tranches may be assigned different interest rate spreads, so long as the weighted average of such interest rate spreads does not exceed the Eurodollar Rate Margin (except for any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof); (cv) Each Initial Lender engaged in an Assisted Syndication Subject to the terms of Section 9.5 hereof, execute such other modifications to the Loan Documents reasonably required by the Co-Lenders; and (vi) amend the Organizational Documents of Mezzanine A Borrower and Borrower each shall pay their respective costs Mezzanine A Principal to “opt into” Article 8 of the UCC and expenses incurred in connection therewith, certificate the interests comprising the Collateral, deliver such certificates to Lender in accordance with the foregoing, including, without limitation, legal fees in connection with any of Pledge Agreement and deliver to Lender “springing control” endorsements (or the foregoing matters, except that all costs and expenses of Borrower associated with (1equivalent thereof) any restructuring of to the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial LenderUCC Title Insurance Policy.

Cooperation in Syndication. (ai) Borrower agrees, upon the request of one or more Initial Lenders, agrees to use (and cause its Affiliates to use) commercially reasonable efforts to assist each such Initial Lender Lxxxxx in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall includeinclude the following, with respect to in each Initial Lender’s Assisted Syndicationcase, using commercially reasonable efforts to as reasonably requested by Lxxxxx (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist provision of information for use in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, and providing (iv) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate (subject to the other provisions of this Agreement), the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lxxxxx in its Syndication efforts, Bxxxxxxx agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating CompanyGuarantor, Guarantor any SPE Component Entity (if any) and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host If required in connection with each Initial Lender together the Syndication, Borrower hereby agrees that, in addition to complying with its prospective Assignees and/or ParticipantsSection 11.1, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to it shall use commercially reasonable efforts to cause its senior management, advisors obtain and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; and (iii) if the Initial . Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective the costs and expenses incurred in connection of compliance with the foregoingthis Section 11.9 (other than Borrower’s legal fees, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, which shall in each case be paid solely by such Initial LenderBorrower).

Cooperation in Syndication. (ai) Each of Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts to assist each such Initial and Guarantor shall reasonably cooperate with Lender in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (completing a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, and providing (iv) assisting Lender in Lender’s attempt to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Affiliated Manager, the Operating CompanyGuarantor, Guarantor any SPE Component Entity (if any) and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Borrower understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host If required in connection with each Initial Lender together the Syndication, Borrower hereby agrees that, in addition to complying with its prospective Assignees and/or Participantsthe other provisions of this Section 11.9, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to it shall use commercially reasonable efforts to cause its senior management, advisors obtain and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; and (iii) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (a) The Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender the Lenders and the Administrative Agent, upon reasonable request, in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (completing a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to may include (i) facilitate direct contact between senior management, management and advisors and Affiliates of the Borrower and the proposed Assignees and/or ParticipantsLenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lenders and providing the Administrative Agent, of one or more meetings of prospective Lenders or with the credit rating agencies, (iv) the delivery of appraisals reasonably satisfactory to the Lenders and the Administrative Agent if required, and (v) working with the Lenders and the Administrative Agent to procure a rating for the Advances by the credit rating agencies. (b) The Lenders and the Administrative Agent shall manage all aspects of any Syndication of the Advances, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Lenders and the amount and distribution of fees among the Lenders. To assist the Lenders and the Administrative Agent in their Syndication efforts, the Borrower agrees promptly to prepare and provide to the Lenders and the Administrative Agent all information with respect to the Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Managerthe Parent, the Operating CompanySponsor, Guarantor each Seller and the Properties Servicer contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender the Lenders and the Administrative Agent may reasonably request in connection with each Assisted Syndicationthe Syndication of the Advances. The Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to the Lenders and the Administrative Agent by the Borrower or any of their representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantswhen furnished, complete and correct in all material respects and does not or attend one will not, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to the Lenders and the Administrative Agent by the Borrower or any Initial Lender of its representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. The Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Advances, the Administrative Agent, the Lenders and, if applicable, the credit rating agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, the Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender the Lenders and the Administrative Agent to facilitate each such Initial Lender’s Assisted the Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lenders and the Administrative Agent with respect to the any environmental assessments and reports delivered to the Lender prior to Lenders and the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date)Administrative Agent, which will run to the requesting Initial Lender(s) Lender and its or their respective successors and assigns; (iii) execute modifications to the Facility Documents required by the Lenders, provided that such modification will not change any material or economic terms of the Facility Documents, or otherwise materially increase the obligations or materially decrease the rights of the Borrower pursuant to the Facility Documents; and (iiiiv) if the Initial Lender electsLenders and the Administrative Agent elect, in its their respective individual sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Advances into two or more parts, or any note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, the Borrower agrees to cooperate with Lenders and the Initial Lender engaged in Administrative Agent, at no cost or expense to the Assisted Syndication Borrower, in connection with the foregoing and to execute the required modifications and amendments to the Notesany note, this Agreement and the Loan other Facility Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay . In Witness Whereof, the parties hereto have caused this Agreement to be executed by their respective costs and expenses incurred in connection with the foregoingofficers thereunto duly authorized, including, without limitation, legal fees in connection with any as of the foregoing mattersdate first above written. Sezzle Funding SPE II, except that all costs LLC, as Borrower By: Name: Title: Bastion Funding VI LP, By: Bastion GP VI LLC, its General Partner as Administrative Agent and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.By: Name: Title:

Cooperation in Syndication. (a) The Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender the Lenders and the Administrative Agent, upon reasonable request, in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (completing a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to may include (i) facilitate direct contact between senior management, management and advisors and Affiliates of the Borrower and the proposed Assignees and/or ParticipantsLenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lenders and providing the Administrative Agent, of one or more meetings of prospective Lenders or with the credit rating agencies, (iv) the delivery of appraisals reasonably satisfactory to the Lenders and the Administrative Agent if required, and (v) working with the Lenders and the Administrative Agent to procure a rating for the Advances by the credit rating agencies. (b) The Lenders and the Administrative Agent shall manage all aspects of any Syndication of the Advances, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Lenders and the amount and distribution of fees among the Lenders. To assist the Lenders and the Administrative Agent in their Syndication efforts, the Borrower agrees promptly to prepare and provide to the Lenders and the Administrative Agent all information with respect to the Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Managerthe Parent, the Operating CompanySponsor, Guarantor each Seller and the Properties Servicer contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender the Lenders and the Administrative Agent may reasonably request in connection with each Assisted Syndicationthe Syndication of the Advances. The Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to the Lenders and the Administrative Agent by the Borrower or any of their representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantswhen furnished, complete and correct in all material respects and does not or attend one will not, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to the Lenders and the Administrative Agent by the Borrower or any Initial Lender of its representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. The Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Advances, the Administrative Agent, the Lenders and, if applicable, the credit rating agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, the Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender the Lenders and the Administrative Agent to facilitate each such Initial Lender’s Assisted the Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lenders and the Administrative Agent with respect to the any environmental assessments and reports delivered to the Lender prior to Lenders and the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date)Administrative Agent, which will run to the requesting Initial Lender(s) Lender and its or their respective successors and assigns; (iii) execute modifications to the Facility Documents required by the Lenders, provided that such modification will not change any material or economic terms of the Facility Documents, or otherwise materially increase the obligations or materially decrease the rights of the Borrower pursuant to the Facility Documents; and (iiiiv) if the Initial Lender electsLenders and the Administrative Agent elect, in its their respective individual sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Advances into two or more parts, or any note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, the Borrower agrees to cooperate with Lenders and the Initial Lender engaged in Administrative Agent, at no cost or expense to the Assisted Syndication Borrower, in connection with the foregoing and to execute the required modifications and amendments to the Notesany note, this Agreement and the Loan other Facility Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. . Such notes or components may be assigned different interest rates, so long as (cx) Each Initial Lender engaged with respect to Class A Advances, the weighted average of such interest rates does not exceed the Class A Interest and (y) with respect to Class B Advances, the weighted average of such interest rates does not exceed the Class B Interest, in an Assisted Syndication each case, without giving effect to any deviation attributable to the imposition of any Post-Default Rate or prepayments pursuant to Section 2.06 hereof and without the prior consent of the Borrower each shall pay and the Administrative Agent. In Witness Whereof, the parties hereto have caused this Agreement to be executed by their respective costs and expenses incurred in connection with the foregoingofficers thereunto duly authorized, including, without limitation, legal fees in connection with any as of the foregoing mattersdate first above written. Sezzle Funding SPE II, except that all costs LLC, as Borrower By: Name: Title: Xxxxxxx Xxxxx Bank USA, as Administrative Agent and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Class A Lender under clause (iii) above and (2) any actions requested by a By: Name: Title: Bastion Consumer Funding II LLC, as Class B Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.By: Name: Title: Xxxxxxx Sachs Bank USA 77.78% $97,220,000$50,000,000 $97,220,000$0 Bastion Consumer Funding II LLC 22.22% $27,780,000$14,287,183.71 $27,780,000$0 Aggregate Percentage: 100% $125,000,000$64,287,183.71 $125,000,000$0 Xxxxxxx Xxxxx Bank USA 100% $97,220,000$50,000,000 $97,220,000$0 Total: 100% $97,220,000$50,000,000 $97,220,000$0 Bastion Consumer Funding II LLC 100% $27,780,000$14,287,183.71 $27,780,000$0 Total: 100% $27,780,000$14,287,183.71 $27,780,000$0

Cooperation in Syndication. (a) The Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender the Lenders and the Administrative Agent, upon reasonable request, in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (completing a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to may include (i) facilitate direct contact between senior management, management and advisors and Affiliates of the Borrower and the proposed Assignees and/or ParticipantsLenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lenders and providing the Administrative Agent, of one or more meetings of prospective Lenders or with the credit rating agencies, (iv) the delivery of appraisals reasonably satisfactory to the Lenders and the Administrative Agent if required, and (v) working with the Lenders and the Administrative Agent to procure a rating for the Advances by the credit rating agencies. (b) The Lenders and the Administrative Agent shall manage all aspects of any Syndication of the Advances, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Lenders and the amount and distribution of fees among the Lenders. To assist the Lenders and the Administrative Agent in their Syndication efforts, the Borrower agrees promptly to prepare and provide to the Lenders and the Administrative Agent all information with respect to the Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Managerthe Parent, the Operating CompanySponsor, Guarantor each Seller and the Properties Servicer contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender the Lenders and the Administrative Agent may reasonably request in connection with each Assisted Syndicationthe Syndication of the Advances. The Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to the Lenders and the Administrative Agent by the Borrower or any of their representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantswhen furnished, complete and correct in all material respects and does not or attend one will not, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to the Lenders and the Administrative Agent by the Borrower or any Initial Lender of its representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. The Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Advances, the Administrative Agent, the Lenders and, if applicable, the credit rating agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, the Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender the Lenders and the Administrative Agent to facilitate each such Initial Lender’s Assisted the Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lenders and the Administrative Agent with respect to the any environmental assessments and reports delivered to the Lender prior to Lenders and the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date)Administrative Agent, which will run to the requesting Initial Lender(s) Lender and its or their respective successors and assigns; (iii) execute modifications to the Facility Documents required by the Lenders, provided that such modification will not change any material or economic terms of the Facility Documents, or otherwise materially increase the obligations or materially decrease the rights of the Borrower pursuant to the Facility Documents; and (iiiiv) if the Initial Lender electsLenders and the Administrative Agent elect, in its their respective individual sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Advances into two or more parts, or any note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, the Borrower agrees to cooperate with Lenders and the Initial Lender engaged in Administrative Agent, at no cost or expense to the Assisted Syndication Borrower, in connection with the foregoing and to execute the required modifications and amendments to the Notesany note, this Agreement and the Loan other Facility Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. . Such notes or components may be assigned different interest rates, so long as (cx) Each Initial Lender engaged with respect to Class A Advances, the weighted average of such interest rates does not exceed the Class A Interest and (y) with respect to Class B Advances, the weighted average of such interest rates does not exceed the Class B Interest, in an Assisted Syndication each case, without giving effect to any deviation attributable to the imposition of any Post-Default Rate or prepayments pursuant to Section 2.06 hereof and without the prior consent of the Borrower each shall pay and the Administrative Agent. In Witness Whereof, the parties hereto have caused this Agreement to be executed by their respective costs and expenses incurred in connection with the foregoingofficers thereunto duly authorized, including, without limitation, legal fees in connection with any as of the foregoing mattersdate first above written. Sezzle Funding SPE II, except that all costs LLC, as Borrower By: Name: Title: Xxxxxxx Xxxxx Bank USA, as Administrative Agent and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Class A Lender under clause (iii) above and (2) any actions requested by a By: Name: Title: Bastion Consumer Funding II LLC, as Class B Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.By: Name: Title: Xxxxxxx Sachs Bank USA 77.78 % $ 97,220,000 $ 97,220,000 Bastion Consumer Funding II LLC 22.22 % $ 27,780,000 $ 27,780,000 Aggregate Percentage: 100 % $ 125,000,000 $ 125,000,000 Xxxxxxx Xxxxx Bank USA 100 % $ 97,220,000 $ 97,220,000 Total: 100 % $ 97,220,000 $ 97,220,000 Bastion Consumer Funding II LLC 100 % $ 27,780,000 $ 27,780,000 Total: 100 % $ 27,780,000 $ 27,780,000

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender in connection with one secondary syndication (per Initial completing Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one (1) or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals reasonably satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (b) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of its representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantsto Borrower’s Actual Knowledge, when furnished, complete and correct in all material respects and does not or attend one will not, to Borrower’s Actual Knowledge, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to Lender by Borrower or any Initial Lender of its representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) amend the Loan Documents to give Lender the right, at Lender’s sole cost and expense, to have the Properties reappraised on an annual basis; (ii) deliver updated financial and operating statements (as may be required to be delivered pursuant to Section 5.1.10 hereof) and other information reasonably required by each Initial Lender (as may be required to be delivered pursuant to Section 5.1.10 hereof) to facilitate each such Initial Lender’s Assisted the Syndication; (iiiii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use commercially reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), at Lender’s sole cost and expense, which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; and; (iiiiv) subject to the terms of Section 9.7.4, if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two (2) or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, maturities, and priorities, Borrower agrees to reasonably cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and and, subject in all cases to the applicable provisions of Section 9.5 hereof, to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same.. Such notes or components or tranches may be assigned different interest rates, so long as the weighted average of such interest rates does not exceed the Applicable Interest Rate (except for any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof); (cv) Each Initial Lender engaged in an Assisted Syndication Subject to the terms of Section 9.5 hereof, execute such other modifications to the Loan Documents reasonably required by the Co-Lenders; and (vi) amend the Organizational Documents of Mortgage Borrower and Borrower each shall pay their respective costs Mortgage Principal to “opt into” Article 8 of the UCC and expenses incurred in connection therewith, certificate the interests comprising the Collateral, deliver such certificates to Lender in accordance with the foregoing, including, without limitation, legal fees in connection with any of Pledge Agreement and deliver to Lender “springing control” endorsements (or the foregoing matters, except that all costs and expenses of Borrower associated with (1equivalent thereof) any restructuring of to the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial LenderUCC Title Insurance Policy.

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender in connection with one secondary syndication (per Initial completing Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one (1) or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals reasonably satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (b) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, Borrower agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower or any of its representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantsto Borrower’s Actual Knowledge, when furnished, complete and correct in all material respects and does not or attend one will not, to Borrower’s Actual Knowledge, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to Lender by Borrower or any Initial Lender of its representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) amend the Loan Documents to give Lender the right, at Lender’s sole cost and expense, to have the Properties reappraised on an annual basis; (ii) deliver updated financial and operating statements (as may be required to be delivered pursuant to Section 5.1.10 hereof) and other information reasonably required by each Initial Lender (as may be required to be delivered pursuant to Section 5.1.10 hereof) to facilitate each such Initial Lender’s Assisted the Syndication; (iiiii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use commercially reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), at Lender’s sole cost and expense, which will run to the requesting Initial Lender(s) Lender and its or their successors and assigns; and; (iiiiv) subject to the terms of Section 9.7.4, if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two (2) or more parts, or the Note into multiple component notes or tranches which may have different interest rate spreads, principal amounts, maturities, and priorities, Borrower agrees to reasonably cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and and, subject in all cases to the applicable provisions of Section 9.5 hereof, to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same.. Such notes or components or tranches may be assigned different interest rate spreads, so long as the weighted average of such interest rate spreads does not exceed the Eurodollar Rate Margin (except for any deviation attributable to the imposition of any rate of interest at the Default Rate or prepayments pursuant to Section 2.3.2 or 2.3.3 hereof); (cv) Each Initial Lender engaged in an Assisted Syndication Subject to the terms of Section 9.5 hereof, execute such other modifications to the Loan Documents reasonably required by the Co-Lenders; and (vi) amend the Organizational Documents of Mortgage Borrower and Borrower each shall pay their respective costs Mortgage Principal to “opt into” Article 8 of the UCC and expenses incurred in connection therewith, certificate the interests comprising the Collateral, deliver such certificates to Lender in accordance with the foregoing, including, without limitation, legal fees in connection with any of Pledge Agreement and deliver to Lender “springing control” endorsements (or the foregoing matters, except that all costs and expenses of Borrower associated with (1equivalent thereof) any restructuring of to the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial LenderUCC Title Insurance Policy.

Cooperation in Syndication. (a) The Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender the Lenders and the Administrative Agent, upon reasonable request, in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (completing a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to may include (i) facilitate direct contact between senior management, management and advisors and Affiliates of the Borrower and the proposed Assignees and/or ParticipantsLenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lenders and providing the Administrative Agent, of one or more meetings of prospective Lenders or with the credit rating agencies, (iv) the delivery of appraisals reasonably satisfactory to the Lenders and the Administrative Agent if required, and (v) working with the Lenders and the Administrative Agent to procure a rating for the Advances by the credit rating agencies. (b) The Lenders and the Administrative Agent shall manage all aspects of any Syndication of the Advances, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Lenders and the amount and distribution of fees among the Lenders. To assist the Lenders and the Administrative Agent in their Syndication efforts, the Borrower agrees promptly to prepare and provide to the Lenders and the Administrative Agent all information with respect to the Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Managerthe Parent, the Operating CompanySponsor, Guarantor each Seller and the Properties Servicer contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender the Lenders and the Administrative Agent may reasonably request in connection with each Assisted Syndicationthe Syndication of the Advances. The Borrower hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to the Lenders and the Administrative Agent by the Borrower or any of their representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantswhen furnished, complete and correct in all material respects and does not or attend one will not, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to the Lenders and the Administrative Agent by the Borrower or any Initial Lender of its representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. The Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Advances, the Administrative Agent, the Lenders and, if applicable, the credit rating agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, the Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender the Lenders and the Administrative Agent to facilitate each such Initial Lender’s Assisted the Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lenders and the Administrative Agent with respect to the any environmental assessments and reports delivered to the Lender prior to Lenders and the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date)Administrative Agent, which will run to the requesting Initial Lender(s) Lender and its or their respective successors and assigns; (iii) execute modifications to the Facility Documents required by the Lenders, provided that such modification will not change any material or economic terms of the Facility Documents, or otherwise materially increase the obligations or materially decrease the rights of the Borrower pursuant to the Facility Documents; and (iiiiv) if the Initial Lender electsLenders and the Administrative Agent elect, in its their respective individual sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Advances into two or more parts, or any note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, the Borrower agrees to cooperate with Lenders and the Initial Lender engaged in Administrative Agent, at no cost or expense to the Assisted Syndication Borrower, in connection with the foregoing and to execute the required modifications and amendments to the Notesany note, this Agreement and the Loan other Facility Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay . In Witness Whereof, the parties hereto have caused this Agreement to be executed by their respective costs and expenses incurred in connection with the foregoingofficers thereunto duly authorized, including, without limitation, legal fees in connection with any as of the foregoing mattersdate first above written. Sezzle Funding SPE II, except that all costs LLC, as Borrower By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Chief Financial Officer Xxxxxxx Funding IV, LLC, as Administrative Agent and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: Manager XXXXXXX XXXXX CAPITAL PARTNERS MASTER FUND II LP, as Lender under clause (ii) aboveBy: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Authorized Signatory XXXXXXX XXXXX CAPITAL PARTNERS MASTER FUND III LP, shall in each case be paid solely by such Initial Lender.as Lender By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Authorized Signatory Bastion Funding IV LLC 50% $50,000,000 Xxxxxxx Xxxxx Capital Partners Master Fund II LP 20.6% $20,600,000 Xxxxxxx Xxxxx Capital Partners Master Fund III LP 29.4% $29,400,000 Total: $100,000,000

Cooperation in Syndication. (ai) Each of Borrower agrees, upon the request of one or more Initial Lenders, and Guarantor agrees to use commercially reasonable efforts to reasonably assist each such Initial Lender in connection with one secondary syndication (per Initial completing a Syndication satisfactory to Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to include (i) facilitate direct contact between senior management, management and advisors and Affiliates of Borrower and Guarantor and the proposed Assignees and/or ParticipantsCo-Lenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with Lender, of one or more meetings of prospective Co-Lenders or with the Rating Agencies, (iv) the delivery of appraisals satisfactory to Lender if required, and providing (v) working with Lender to procure a rating for the Loan by the Rating Agencies. (ii) Lender shall manage all aspects of the Syndication of the Loan, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Co-Lenders and the amount and distribution of fees among the Co-Lenders. To assist Lender in its Syndication efforts, each of Borrower and Guarantor agrees promptly to prepare and provide to Lender all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine B Borrower, Holdings, Manager, Guarantor, any SPE Component Entity (as defined herein and in the Operating CompanyMortgage Loan Agreement) (if any), Guarantor any Xxxxxx Intermediate Entity, the Property (or any portion thereof), and the Properties Collateral (or any portion thereof) contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndicationthe Syndication of the Loan. Each of Borrower and Guarantor hereby represents and covenants that (i) all information other than the Projections (the “Information”) that has been or will be made available to Lender by Borrower, Guarantor or any of their representatives is or will be, when furnished, complete and correct in all material respects and does not or will not, when furnished, contain any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (ii) the Projections that have been or will be made available to Lender by Borrower, Guarantor or any of their representatives have been or will be prepared in good faith based upon reasonable assumptions. Each of Borrower and Guarantor understands that in arranging and syndicating the Loan, Lender, the Co-Lenders and, if applicable, the Rating Agencies, may use and rely on the Information and Projections without independent verification thereof. (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted the Syndication, each of Borrower and Guarantor hereby agrees to use commercially reasonable efforts to: (iA) amend the Loan Documents to give Lender the right, at Borrower’s sole cost and expense, to have the Property reappraised on an annual basis; (B) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted the Syndication; (iiC) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) Lender with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) Lender, any Co-Lender and its or their respective successors and assigns; (D) execute modifications to the Loan Documents required by the Co- Lenders, provided that such modification will not (except as set forth in clause (E) below), change any material or economic terms of the Loan Documents, or otherwise materially increase the obligations or materially decrease the rights of Borrower and Guarantor pursuant to the Loan Documents; and (iiiE) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Loan into two or more parts, or the Note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, Borrower and Guarantor agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the NotesNote, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. . Such Notes or components may be assigned different interest rates, so long as the initial weighted average of such interest rates does not exceed the applicable Interest Rate (c) Each Initial Lender engaged in except following an Assisted Syndication and Event of Default or any principal payments received on the Loan). Borrower each shall pay their respective costs and expenses be responsible for payments of its legal fees incurred in connection with compliance with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender requests made under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lenderthis Section.

Cooperation in Syndication. (a) Borrower agrees, upon the request of one or more Initial Lenders, to use commercially reasonable efforts to assist each such Initial Lender in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to (i) facilitate direct contact between senior management, advisors and Affiliates of Borrower and the proposed Assignees and/or Participants, (ii) assist in the preparation of such Disclosure Documents as shall be used in connection with each Assisted Syndication, and providing information with respect to Borrower, Mortgage Borrower, Senior Mezzanine Borrower, Holdings, Manager, the Operating Company, Guarantor and the Properties contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender may reasonably request in connection with each Assisted Syndication, (iii) host with each Initial Lender together with its prospective Assignees and/or Participants, or attend one or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged in an Assisted Syndication and its prospective Assignees and/or Participants, and (v) provide such other general assistance as reasonably requested by any Initial Lender in each Assisted Syndication and marketing of the Debt (Borrower agreeing to use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid and as shall be reasonably requested by each such Initial Lender). (b) If reasonably required in connection with any Assisted Syndication, Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender to facilitate each such Initial Lender’s Assisted Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) with respect to the environmental assessments and reports delivered to the Lender prior to the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date), which will run to the requesting Initial Lender(s) and its or their successors and assigns; and (iii) if the Initial Lender elects, in its sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5, Borrower agrees to cooperate with the Initial Lender engaged in the Assisted Syndication in connection with the foregoing and to execute the required modifications and amendments to the Notes, this Agreement and the Loan Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. (c) Each Initial Lender engaged in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, including, without limitation, legal fees in connection with any of the foregoing matters, except that all costs and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial Lender.

Cooperation in Syndication. (a) The Borrower agrees, upon the request of one or more Initial Lenders, agrees to use commercially reasonable efforts to assist each such Initial Lender the Lenders and the Administrative Agent, upon reasonable request, in connection with one secondary syndication (per Initial Lender) of the Loan or of all or any portion of such Initial Lender’s Note (completing a “Syndication”). Such assistance with such an Assisted Syndication shall include, with respect to each Initial Lender’s Assisted Syndication, using commercially reasonable efforts to may include (i) facilitate direct contact between senior management, management and advisors and Affiliates of the Borrower and the proposed Assignees and/or ParticipantsLenders, (ii) assist assistance in the preparation of such Disclosure Documents as shall a confidential information memorandum and other marketing materials to be used in connection with each Assisted the Syndication, (iii) the hosting, with the Lenders and providing the Administrative Agent, of one or more meetings of prospective Lenders or with the credit rating agencies, (iv) the delivery of appraisals reasonably satisfactory to the Lenders and the Administrative Agent if required, and (v) working with the Lenders and the Administrative Agent to procure a rating for the Advances by the credit rating agencies. (b) The Lenders and the Administrative Agent shall manage all aspects of any Syndication of the Advances, including decisions as to the selection of institutions to be approached and when they will be approached, when their commitments will be accepted, which institutions will participate, the allocations of the commitments among the Lenders and the amount and distribution of fees among the Lenders. To assist the Lenders and the Administrative Agent in their Syndication efforts, the Borrower agrees promptly to prepare and provide to the Lenders and the Administrative Agent all information with respect to Borrower, Mortgage Borrower, Senior Mezzanine the Borrower, Holdings, Managerthe Permitted Holder, the Operating Company, Guarantor Seller and the Properties Servicer contemplated hereby, including all financial information and projections (the “Projections”), as each Initial Lender the Lenders and the Administrative Agent may reasonably request in connection with each Assisted Syndicationthe Syndication of the Advances. The Borrower hereby represents and covenants that (i) all information other than the -116- Projections (the “Information”) that has been or will be made available to the Lenders and the Administrative Agent by the Borrower or any of their representatives is or will be, (iii) host with each Initial Lender together with its prospective Assignees and/or Participantswhen furnished, complete and correct in all material respects and does not or attend one will not, when furnished, contain any untrue statement of a material fact or more meetings with prospective Assignees and/or Participants, (iv) attend periodic update calls with each Initial Lender engaged omit to state a material fact necessary in an Assisted Syndication and its prospective Assignees and/or Participants, order to make the statements contained therein not materially misleading in light of the circumstances under which such statements are made and (vii) provide such other general assistance as reasonably requested the Projections that have been or will be made available to the Lenders and the Administrative Agent by the Borrower or any Initial Lender of its representatives have been or will be prepared in each Assisted Syndication good faith based upon reasonable assumptions. The Borrower understands that in arranging and marketing of syndicating the Debt (Borrower agreeing to Advances, the Administrative Agent, the Lenders and, if applicable, the credit rating agencies, may use commercially reasonable efforts to cause its senior management, advisors and Affiliates to cooperate as aforesaid rely on the Information and as shall be reasonably requested by each such Initial Lender)Projections without independent verification thereof. (bc) If reasonably required in connection with any Assisted the Syndication, the Borrower hereby agrees to use commercially reasonable efforts to: (i) deliver updated financial and operating statements and other information reasonably required by each Initial Lender the Lenders and the Administrative Agent to facilitate each such Initial Lender’s Assisted the Syndication; (ii) upon the reasonable request of an Initial Lender engaging in an Assisted Syndication, use reasonable efforts to deliver reliance letters reasonably satisfactory to such Initial Lender(s) the Lenders and the Administrative Agent with respect to the any environmental assessments and reports delivered to the Lender prior to Lenders and the Original Closing Date (or, with respect to each Swap Property, prior to the Swap Closing Date)Administrative Agent, which will run to the requesting Initial Lender(s) Lender and its or their respective successors and assigns; (iii) execute modifications to the Facility Documents required by the Lenders, provided that such modification will not change any material or economic terms of the Facility Documents, or otherwise materially increase the obligations or materially decrease the rights of the Borrower pursuant to the Facility Documents; and (iiiiv) if the Initial Lender electsLenders and the Administrative Agent elect, in its their respective individual sole discretion, prior to or upon a Syndication, to exercise its rights under Section 2.1.5split the Advances into two or more parts, or any note into multiple component notes or tranches which may have different interest rates, principal amounts, payment priorities and maturities, the Borrower agrees to cooperate with Lenders and the Initial Lender engaged in Administrative Agent, at no cost or expense to the Assisted Syndication Borrower, in connection with the foregoing and to execute the required modifications and amendments to the Notesany note, this Agreement and the Loan other Facility Documents and to use reasonable efforts to provide opinions necessary to effectuate the same. . Such notes or components may be assigned different interest rates, so long as (cx) Each Initial Lender engaged with respect to Class A Advances, the weighted average of such interest rates does not exceed the Class A Interest and (y) with respect to Class B Advances, the weighted average of such interest rates does not exceed the Class B Interest, in an Assisted Syndication and Borrower each shall pay their respective costs and expenses incurred in connection with the foregoing, includingcase, without limitation, legal fees in connection with giving effect to any deviation attributable to the imposition of any Post-Default Rate or prepayments pursuant to Section 2.06 hereof and without the prior consent of the foregoing matters, except that all costs Borrower and expenses of Borrower associated with (1) any restructuring of the Loan requested by a Lender under clause (iii) above and (2) any actions requested by a Lender under clause (ii) above, shall in each case be paid solely by such Initial LenderAdministrative Agent.