Common use of Defeasance Collateral Account Clause in Contracts

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied to the monthly installments of interest on the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”"DEFEASANCE COLLATERAL ACCOUNT") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (and in Defeasance Collateral not needed to pay the case of a Partial Defeasance, Scheduled Defeasance Payments shall be paid to Borrower monthly after Borrower causes the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) be made to Lender. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to Principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers Borrowers deliver the Defeasance Collateral, Borrower or Successor Borrower (as applicable) Borrowers shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”"DEFEASANCE COLLATERAL ACCOUNT") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to Principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower Loan. Borrowers shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower Borrowers and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower Borrowers shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. Lender will agree to cooperate with Borrower in structuring the defeasance such that the securities can be held by a trust in which Lender is the beneficiary, provided that the same satisfies all Rating Agency requirements and requirements of the REMIC Provisions applicable to the defeasance. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to Principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”"DEFEASANCE COLLATERAL ACCOUNT") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to Principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied to the monthly installments of principal and interest on the Loan (and or, in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance Indebtedness of the Loan (and or, in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) ). Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender (i) on each monthly Payment Date and applied to accrued and unpaid interest for the monthly installments of interest applicable Interest Period and (ii) on the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon MaturityMaturity Date, to accrued the outstanding principal amount of the Loan. Any cash from interest and principal paid on the Principal Balance of Defeasance Collateral not needed to pay the Loan (and in Scheduled Defeasance Payments shall be paid to Borrower promptly following the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Maturity Date. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to Principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or the Successor Borrower, as applicable) Borrower shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax returnreturn to the extent required by law. Borrower shall prepay pay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Neither Borrower (provided that a Successor Borrower has assumed the Loan) nor Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) , Borrower shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (ia) Total Defeasance Collateral or the applicable Partial Defeasance Collateral, and (iib) cash from interest and principal paid on the Total Defeasance Collateral or the applicable Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Payment Date and applied to in accordance with the monthly installments terms of this Agreement. Following the payment of all Scheduled Defeasance Payments, any cash from interest and principal paid on the Loan (and Total Defeasance Collateral or Partial Defeasance Collateral in excess of the case of amounts necessary to pay the Scheduled Defeasance Payments shall be paid to Borrower or, if there is a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon MaturitySuccessor Borrower, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Successor Borrower. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral or Partial Defeasance Collateral is deposited to enter into an agreement with Borrower or Successor Borrower, as applicable, and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral or Partial Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Total Defeasance Collateral or Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay pay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account. At Borrower’s election, different Defeasance Collateral Accounts may be established for each defeasance consummated pursuant to this Agreement.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (ia) Total Defeasance Collateral or the applicable Partial Defeasance Collateral, and (iib) cash from interest and principal paid on the Total Defeasance Collateral or the applicable Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to accrued and unpaid interest and then to principal. Following the monthly installments payment of all Scheduled Defeasance Payments, any cash from interest and principal paid on the Loan (and Total Defeasance Collateral or Partial Defeasance Collateral in excess of the case of amounts necessary to pay the Scheduled Defeasance Payments shall be paid to Borrower or, if there is a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon MaturitySuccessor Borrower, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Successor Borrower. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral or Partial Defeasance Collateral is deposited to enter into an agreement with Borrower or Successor Borrower, as applicable, and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral or Partial Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Total Defeasance Collateral or Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay or cause to be prepaid all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account. At Borrower’s election, different Defeasance Collateral Accounts may be established for each defeasance consummated pursuant to Section 2.5.1 or Section 2.5.2.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to Principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or the Successor Borrower, as applicable) Borrower shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax returnreturn to the extent required by law. Borrower shall prepay pay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Neither Borrower (provided that a Successor Borrower has assumed the Loan) nor Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to accrued and unpaid interest and then to principal in the monthly installments of manner and priorities herein established. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is are deposited to enter into an agreement with Borrower and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account, unless such insufficiency is the result of the gross negligence or willful misconduct of Lender.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”"DEFEASANCE COLLATERAL ACCOUNT") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral or Partial Defeasance Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral or Partial Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Scheduled Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (and in Defeasance Collateral or Partial Defeasance Collateral not needed to pay the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments shall be paid to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral or Partial Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral or Partial Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Defeasance Collateral or Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any an Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. Each of the U.S. Obligations that constitutes a part of the Defeasance Collateral shall be duly endorsed by the holder thereof as directed by Lender or accompanied by a written instrument of transfer in form and substance that would be satisfactory to a prudent lender (including, without limitation, such instruments as may be required by the Eligible Institution at which the Defeasance Collateral Account is to be maintained to effectuate book-entry transfers and pledges through the book-entry facilities of such Eligible Institution) in order to perfect, upon the delivery of the Defeasance Collateral, a first priority security interest therein in favor of Lender in conformity with all applicable Legal Requirements governing the granting of such security interest. The Defeasance Collateral Account shall contain only (ia) the Defeasance Collateral and (iib) cash from principal and interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied or other cash proceeds thereof. Pursuant to the monthly installments of interest on the Loan (and in the case of a Partial DefeasanceDefeasance Security Agreement or other appropriate agreement or instrument, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable, shall authorize and direct that all payments received from and all proceeds of the Defeasance Collateral be made or paid directly to the Cash Management Account (unless otherwise directed by Lender) and applied to satisfy the Debt Service and, if applicable, other payment obligations of Borrower under the Note. Borrower or Successor Borrower, as applicable, shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower or Successor Borrower, as applicable, shall prepay all fees, costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (ia) Defeasance Collateral Collateral, and (iib) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to accrued and unpaid interest and then to the monthly installments outstanding principal balance of the A Note. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased A Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) . Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or or, if applicable, Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers Borrowers deliver the Defeasance Collateral, Borrower Borrowers or Successor Borrower (as applicable) shall open at any Eligible Bank the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied to the monthly installments of interest on the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturityon the Maturity Date, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower Loan. Borrowers shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower Borrowers and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower Borrowers (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower Borrowers shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution, selected by Borrower, the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (ia) Defeasance Collateral Collateral, and (iib) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied in an amount equal to the monthly installments of interest which shall have accrued on the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance outstanding principal balance of the Loan (and applied first to accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Defeasance Collateral not needed to pay the Scheduled Defeasance Payments shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter into an agreement with Borrower and Lender, reasonably satisfactory to Lender in its sole discretionLender, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax returnAccount. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (and in Defeasance Collateral not needed to pay the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments shall be paid to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Additional Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Total Defeasance Collateral or Additional Partial Defeasance Collateral, and (ii) cash from interest and principal paid on the Total Defeasance Collateral or Additional Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Additional Partial Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied to the monthly installments of accrued and unpaid interest and on the Loan (Maturity Date, shall be first applied to accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Total Defeasance Collateral or Additional Partial Defeasance Collateral not needed to pay the Scheduled Defeasance Payments shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account and applied to payments due on subsequent Monthly Payment Dates or released to Borrower upon the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest payment and the Principal Balance satisfaction in full of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Debt. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral or Additional Partial Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral or Additional Partial Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Total Defeasance Collateral or Additional Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower Deposit or Successor Borrower Partial Defeasance Deposit (as applicable) ), Borrower shall open open, at any an Eligible Bank Institution, the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral the U.S. Obligations, and (ii) cash from interest and principal paid on the Defeasance CollateralU.S. Obligations. All cash from interest and principal payments paid on the Defeasance Collateral U.S. Obligations shall be paid over to Lender on each Payment Date and applied first to accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the U.S. Obligations not needed to pay accrued and unpaid interest or principal shall, to the monthly installments of interest on the Loan (and extent permitted by applicable REMIC Requirements, be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is U.S. Obligations are deposited to enter into an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral U.S. Obligations in accordance with this Loan Agreement. Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral the U.S. Obligations for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (ia) Defeasance Collateral and (iib) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (and in Defeasance Collateral not needed to pay the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments shall be paid to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Total Defeasance Collateral or Partial Defeasance Collateral, as applicable, and (ii) cash from interest and principal paid on the Total Defeasance Collateral or Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Debt Service Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (Total Defeasance Collateral or the Partial Defeasance Collateral not needed to pay accrued and unpaid interest or principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral is and Partial Defeasance Collateral are deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral or Partial Defeasance Collateral, as applicable, in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Total Defeasance Collateral and Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to Fixed Rate Principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Fixed Rate Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Fixed Rate Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on for each Scheduled Defeasance Payment Date and applied to the monthly installments of interest on the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, first to accrued and unpaid interest and the Principal Balance of the Loan (then to principal. Any cash from interest and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which principal paid on the Defeasance Collateral is deposited not needed to enter an agreement with pay accrued and unpaid interest or principal shall be retained in a designated account established by Borrower or Successor Borrower as the case may be, (the “Defeasance Collateral Account”) which shall constitute additional collateral for the loan evidenced hereby. The Defeasance Collateral Account shall contain only cash from interest and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute principal paid on the Defeasance Collateral in accordance with this Loan AgreementCollateral. Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral thereon for federal, state and local income tax purposes in its income tax return. Borrower and shall prepay pay all costs and expenses associated with opening and maintaining the Defeasance Collateral Accountaccount and may pay all costs and expenses associated with maintaining the Successor Borrower from such account. Lender shall have no responsibility to fund any Scheduled Defeasance Payments and shall not be liable in any way be liable by reason of any insufficiency in the Defeasance Collateral Account. Upon an assumption by Successor Borrower acceptable to Lender, Borrower shall be relieved of its obligations under this Note and the Defeasance Security Agreement and, to the extent such documents relate to the Mortgaged Property, the Other Security Documents.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (and in Defeasance Collateral not needed to pay the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments shall be paid to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to Principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall C agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution, selected by Borrower, the defeasance collateral account (the “Defeasance Collateral Account”) ), which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied in an amount equal to the monthly installments of Monthly Debt Service Payment Amount and be applied first to accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (and Defeasance Collateral not needed to pay the Scheduled Defeasance Payments shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter into an agreement with Borrower and Lender, reasonably satisfactory to Lender in its sole discretionand Borrower, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax returnAccount. Borrower shall prepay pay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on for each Scheduled Defeasance Payment Date and applied to the monthly installments of interest on the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, first to accrued and unpaid interest and the Principal Balance of the Loan (then to principal. Any cash from interest and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which principal paid on the Defeasance Collateral is deposited not needed to enter an agreement with pay accrued and unpaid interest or principal shall be retained in a designated account established by Borrower or Successor Borrower as the case may be, (the "Defeasance Collateral Account") which shall constitute additional collateral for the loan evidenced hereby. The Defeasance Collateral Account shall contain only cash from interest and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute principal paid on the Defeasance Collateral in accordance with this Loan AgreementCollateral. Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral thereon for federal, state and local income tax purposes in its income tax return. Borrower and shall prepay pay all costs and expenses associated with opening and maintaining the Defeasance Collateral Accountaccount and may pay all costs and expenses associated with maintaining the Successor Borrower from such account. Lender shall have no responsibility to fund any Scheduled Defeasance Payments and shall not be liable in any way be liable by reason of any insufficiency in the Defeasance Collateral Account. Upon an assumption by Successor Borrower acceptable to Lender, Borrower shall be relieved of its obligations under this Note and the Defeasance Security Agreement and, to the extent such documents relate to the Mortgaged Property, the Other Security Documents.

Defeasance Collateral Account. (a) On or before the date on which Borrower Mortgagor delivers the Defeasance CollateralCollateral to Mortgagee pursuant to Section 6 or 46 hereof, Borrower or Successor Borrower (as applicable) Mortgagor shall open at any Eligible Approved Bank or Banks at the time and acting as custodian for Mortgagee, a defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible AccountAccount (as defined in the Cash Collateral Agreement), in which Mortgagor shall grant to Mortgagee or reconfirm the grant to Mortgagee of a security interest as part of the Mortgaged Property hereunder. Should Mortgagor open the Defeasance Collateral Account at a bank or banks other than an Approved Bank, such Defeasance Collateral Account must be maintained as a segregated trust account. The Defeasance Collateral Account shall contain only (i) all Defeasance Collateral delivered by Mortgagor pursuant to Sections 38, 46 and 47 hereof, (ii) cash from interest and principal paid all payments received on the Defeasance Collateral. All cash from interest and principal payments paid on Collateral held in the Defeasance Collateral Account and (iii) all income or other gains from investment of moneys or other property deposited in the Defeasance Collateral Account, provided, however, that (x) any sums earned on any Defeasance Collateral, which sums were not included in the determination of the Total Defeasance Collateral, shall be paid over monthly by Mortgagee to Lender Mortgagor and (y) any sums earned on each Payment Date and applied to any Defeasance Collateral representing the monthly installments of difference between the assumed interest on the Loan (and in Note at the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest Default Rate and the Principal Balance lesser, if applicable, of the Loan (and actual interest on the Note for the quarter prior to the preceding Due Date shall be paid quarterly to the Mortgagor. All such amounts, including all income from the investment or reinvestment thereof, shall be held by Mortgagee as part of the Mortgaged Property, subject to withdrawal by Mortgagee for the purposes set forth in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan AgreementSection 47. Borrower (or Successor Borrower, as applicable) Mortgagor shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral or Partial Defeasance Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral or Partial Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Scheduled Payment Date and applied to the monthly installments of interest on the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, first to accrued and unpaid interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) then to principal. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral or Partial Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral or Partial Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Defeasance Collateral or Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.. March 31, 2003

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”"DEFEASANCE COLLATERAL ACCOUNT") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (ia) Defeasance Collateral Collateral, and (iib) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied to the monthly installments of accrued and unpaid interest. Any cash from interest and principal paid on the Loan (and in Defeasance Collateral not needed to pay the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments shall be paid to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower or Successor Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (ia) Total Defeasance Collateral or the applicable Partial Defeasance Collateral, and (iib) cash from interest and principal paid on the Total Defeasance Collateral or the applicable Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to accrued and unpaid interest and then to principal. Following the monthly installments payment of all Scheduled Defeasance Payments, any cash from interest and principal paid on the Loan (and Total Defeasance Collateral or Partial Defeasance Collateral in excess of the case of amounts necessary to pay the Scheduled Defeasance Payments shall be paid to Borrower or, if there is a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon MaturitySuccessor Borrower, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Successor Borrower. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral or Partial Defeasance Collateral is deposited to enter into an agreement with Borrower or Successor Borrower, as applicable, and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank institution shall agree to hold and distribute the Total Defeasance Collateral or Partial Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Total Defeasance Collateral or Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay or cause to be prepaid all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account. At Borrower’s election, different Defeasance Collateral Accounts may be established for each defeasance consummated pursuant to Section 2.5.1 or Section 2.5.2.

Defeasance Collateral Account. On or before the date on which Borrower delivers Borrowers deliver the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower as applicable (the "Defeasance Collateral"), Borrowers or Successor Borrower (as applicable) shall open at any Eligible Bank the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral shall be paid over to Lender on each Payment Date and applied to the monthly installments of principal and interest on the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturityon the Maturity Date, to accrued interest and the Principal Balance principal balance of the Loan (Loan. All cash from interest and in principal payments paid on the case Partial Defeasance Collateral shall be paid over to Lender on each Payment Date and applied to the monthly installments of a Partial Defeasanceprincipal and interest on the Defeased Note and, on the portion thereof evidenced by Maturity Date, to accrued interest and the principal balance of the Defeased Note) Borrower . Borrowers shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower Borrowers (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower Borrowers shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers Borrowers deliver the Defeasance Collateral, Borrower or Successor Borrower (as applicable) Borrowers shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to Principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower Loan. Borrowers shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower Borrowers and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower Borrowers shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”"DEFEASANCE COLLATERAL ACCOUNT") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Total Defeasance Collateral and Partial Defeasance Collateral, and (ii) cash from interest and principal paid on the Total Defeasance Collateral or Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal then due and owing. Any interest or other investment income earned on the Loan (and any Partial Defeasance Collateral, which interest or other income was not included in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance determination of the Loan (Partial Defeasance Collateral requirement, shall be paid monthly by Lender, provided no Event of Default has occurred and is continuing, into the Cash Management Account to be held in accordance with the Cash Management Agreement. Any amounts not paid over to Lender shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral is and Partial Defeasance Collateral are deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral and Partial Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Total Defeasance Collateral and Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (and in Defeasance Collateral not needed to pay the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments shall be paid to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower without interest. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan AgreementAgreement and to further create a first priority security interest herein in favor of Lender in conformity with all applicable state and federal laws governing granting of security interests. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (and in Defeasance Collateral not needed to pay the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments shall be paid to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (ia) Total Defeasance Collateral or the applicable Partial Defeasance Collateral, and (iib) cash from interest and principal paid on the Total Defeasance Collateral or the applicable Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to the monthly installments accrued and unpaid interest and then to principal. Following the- payment of all Scheduled Defeasance Payments, any cash from interest and principal paid on the Loan (and Total Defeasance Collateral or Partial Defeasance Collateral in excess of the case of amounts necessary to pay the Scheduled Defeasance Payments shall be paid to Borrower or, if there is a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon MaturitySuccessor Borrower, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Successor Borrower. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral or Partial Defeasance Collateral is deposited to enter into an agreement with Borrower or Successor Borrower, as applicable, and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral or Partial Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Total Defeasance Collateral or Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay or cause to be prepaid all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account. At Borrower’s election, different Defeasance Collateral Accounts may be established for each defeasance consummated pursuant to Section 2.5.1 or Section 2.5.2.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only only: (i) Defeasance Collateral Collateral; and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied to the monthly installments of principal and interest on the Loan (and or in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and or in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretionLender, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to Principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax Tax purposes in its income tax Tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any an Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. Each of the U.S. Obligations that constitutes a part of the Defeasance Collateral shall be duly endorsed by the holder thereof as directed by Lender or accompanied by a written instrument of transfer in form and substance that would be satisfactory to a prudent lender (including, without limitation, such instruments as may be required by the Eligible Institution at which the Defeasance Collateral Account is to be maintained to effectuate book-entry transfers and pledges through the book-entry facilities of such Eligible Institution) in order to perfect, upon the delivery of the Defeasance Collateral, a first priority security interest therein in favor of Lender in conformity with all applicable Legal Requirements governing the granting of such security interest. The Defeasance Collateral Account shall contain only (ia) the Defeasance Collateral and (iib) cash from principal and interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied or other cash proceeds thereof. Pursuant to the monthly installments of interest on the Loan (and in the case of a Partial DefeasanceDefeasance Security Agreement or other appropriate agreement or instrument, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable, shall authorize and direct that all payments received from and all proceeds of the Defeasance Collateral be made or paid directly to the Cash Management Account (unless otherwise directed by Lender) and applied to satisfy the Debt Service and, if applicable, other payment obligations of Borrower under the Note. Borrower or Successor Borrower, as applicable, shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Defeasance Collateral for federal, state and local income tax true purposes in its income tax true return. Borrower or Successor Borrower, as applicable, shall prepay all fees, costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance CollateralDeposit, Borrower or Successor Borrower (as applicable) shall open open, at any an Eligible Bank Institution, the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral the U.S. Obligations, and (ii) cash from interest and principal paid on the Defeasance CollateralU.S. Obligations. All cash from interest and principal payments paid on the Defeasance Collateral U.S. Obligations shall be paid over to Lender on each Payment Date and applied first to accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the U.S. Obligations not needed to pay accrued and unpaid interest or principal shall, to the monthly installments of interest on the Loan (and extent permitted by applicable REMIC Requirements, be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is U.S. Obligations are deposited to enter into an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral U.S. Obligations in accordance with this Loan Agreement. Successor Borrower (or Successor Borrower, as applicable) shall be 41 the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral the U.S. Obligations for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. (a) On or before the date on which Borrower delivers the Defeasance CollateralCollateral to Lender pursuant to Section 6 or 46 hereof, Borrower or Successor Borrower (as applicable) shall open at any Eligible Approved Bank or Banks at the time and acting as custodian for Lender, a defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible AccountAccount (as defined in the Cash Collateral Agreement), in which Borrower shall grant to Lender or reconfirm the grant to Lender of a security interest as part of the Mortgaged Property hereunder. Should Borrower open the Defeasance Collateral Account at a bank or banks other than an Approved Bank, such Defeasance Collateral Account must be maintained as a segregated trust account. The Defeasance Collateral Account shall contain only (i) all Defeasance Collateral delivered by Borrower pursuant to Sections 38, 46 and 47 hereof, (ii) cash from interest and principal paid all payments received on the Defeasance Collateral. All cash from interest and principal payments paid on Collateral held in the Defeasance Collateral Account and (iii) all income or other gains from investment of moneys or other property deposited in the Defeasance Collateral Account, provided, however, that (x) any sums earned on any Defeasance Collateral, which sums were not included in the determination of the Total Defeasance Collateral, shall be paid over monthly by Lender to Lender Borrower and (y) any sums earned on each Payment Date and applied to any Defeasance Collateral representing the monthly installments of difference between the assumed interest on the Loan (and in Note at the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest Default Rate and the Principal Balance lesser, if applicable, of the Loan (and actual interest on the Note for the quarter prior to the preceding Due Date shall be paid quarterly to the Borrower. All such amounts, including all income from the investment or reinvestment thereof, shall be held by Lender as part of the Mortgaged Property, subject to withdrawal by Lender for the purposes set forth in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan AgreementSection 47. Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) the Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter into an agreement with Borrower and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only only: (i) Defeasance Collateral Collateral; and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied to the monthly installments of principal and interest on the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretionLender, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, . Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Total Defeasance Collateral and Partial Defeasance Collateral, and (ii) cash from interest and principal paid on the Total Defeasance Collateral or Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (Total Defeasance Collateral or the Partial Defeasance Collateral not needed to pay accrued and unpaid interest or principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral is and Partial Defeasance Collateral are deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral and Partial Defeasance Collateral in accordance with this Loan AgreementNote. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Total Defeasance Collateral and Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers Borrowers deliver the Defeasance Collateral, Borrower or Successor Borrower (as applicable) Borrowers shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to Principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower Loan. Borrowers shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower Borrowers and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower Borrowers shall prepay pay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Neither Borrower (provided that a Successor Borrower has assumed the Loan) nor Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”"DEFEASANCE COLLATERAL ACCOUNT") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Scheduled Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (and in Defeasance Collateral not needed to pay the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments shall be paid to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower Mortgagor delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) Mortgagor shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender Mortgagee on each Payment Date semi-annual payment date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower Obligations. Mortgagor shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter into an agreement with Borrower Mortgagor and LenderMortgagee, reasonably satisfactory to Lender in its sole discretionMortgagee, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan AgreementMortgage. Borrower The Successor Mortgagor (or Successor Borrower, as applicabledefined below) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower Mortgagor shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender Mortgagee shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and ----------------------------- principal payments paid on the Defeasance Collateral shall be paid over to Lender on for each Scheduled Defeasance Payment Date and applied to the monthly installments of interest on the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, first to accrued and unpaid interest and the Principal Balance of the Loan (then to principal. Any cash from interest and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which principal paid on the Defeasance Collateral is deposited not needed to enter an agreement with pay accrued and unpaid interest or principal shall be retained in a designated account established by Borrower or Successor Borrower as the case may be, (the "Defeasance Collateral Account") ----------------------------- which shall constitute additional collateral for the loan evidenced hereby. The Defeasance Collateral Account shall contain only cash from interest and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute principal paid on the Defeasance Collateral in accordance with this Loan AgreementCollateral. Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral thereon for federal, state and local income tax purposes in its income tax return. Borrower and shall prepay pay all costs and expenses associated with opening and maintaining the Defeasance Collateral Accountaccount and may pay all costs and expenses associated with maintaining the Successor Borrower from such account. Lender shall have no responsibility to fund any Scheduled Defeasance Payments and shall not be liable in any way be liable by reason of any insufficiency in the Defeasance Collateral Account. Upon an assumption by Successor Borrower acceptable to Lender, Borrower shall be relieved of its obligations under this Note and the Defeasance Security Agreement and, to the extent such documents relate to the Mortgaged Property, the Other Security Documents.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account. Any portion of the Defeasance Collateral remaining after Lender has been paid in full shall be paid to Borrower.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any an Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. Each of the U.S. Obligations that constitutes a part of the Defeasance Collateral shall be duly endorsed by the holder thereof as directed by Lender or accompanied by a written instrument of transfer in form and substance that would be reasonably satisfactory to a prudent lender (including, without limitation, such instruments as may be required by the Eligible Institution at which the Defeasance Collateral Account is to be maintained to effectuate book-entry transfers and pledges through the book-entry facilities of such Eligible Institution) in order to perfect, upon the delivery of the Defeasance Collateral, a first priority security interest therein in favor of Lender in conformity with all applicable Legal Requirements governing the granting of such security interest. The Defeasance Collateral Account shall contain only (ia) the Defeasance Collateral and (iib) cash from principal and interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied or other cash proceeds thereof. Pursuant to the monthly installments of interest on the Loan (and in the case of a Partial DefeasanceDefeasance Security Agreement or other appropriate agreement or instrument, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable, shall authorize and direct that all payments received from and all proceeds of the Defeasance Collateral be made or paid directly to the Cash Management Account (unless otherwise directed by Lender) and applied to satisfy the Debt Service and, if applicable, other payment obligations of Borrower under the Note or the Defeased Note, as applicable. Borrower or Successor Borrower, as applicable, shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower or Successor Borrower, as applicable, shall prepay all fees, costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied to the monthly installments of interest on the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturityon the Fixed Rate Maturity Date, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) ). Borrower shall cause the Eligible Bank depository institution or trust company at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank depository institution or trust company shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account. If, after payment in full of all obligations evidenced by the Note or any other of the Loan Documents, any of the Defeasance Collateral remains in the Defeasance Collateral Account, then on request by Borrower such remaining balance in the Defeasance Collateral Account shall be returned to Borrower (or to Successor Borrower, as the case may be) or Lender shall assign to Borrower (or Successor Borrower, as the case may be) all of Lender’s right, title, and interest in the U.S. Obligations constituting the Defeasance Collateral.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any an Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. Each of the U.S. Obligations that constitutes a part of the Defeasance Collateral shall be duly endorsed by the holder thereof as directed by Lender or accompanied by a written instrument of transfer in form and substance that would be reasonably satisfactory to a prudent lender (including, without limitation, such instruments as may be required by the Eligible Institution at which the Defeasance Collateral Account is to be maintained to effectuate book‑entry transfers and pledges through the book‑entry facilities of such Eligible Institution) in order to perfect, upon the delivery of the Defeasance Collateral, a first priority security interest therein in favor of Lender in conformity with all applicable Legal Requirements governing the granting of such security interest. The Defeasance Collateral Account shall contain only (ia) the Defeasance Collateral and (iib) cash from principal and interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied or other cash proceeds thereof. Pursuant to the monthly installments of interest on the Loan (and in the case of a Partial DefeasanceDefeasance Security Agreement or other appropriate agreement or instrument, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable, shall authorize and direct that all payments received from and all proceeds of the Defeasance Collateral be made or paid directly to the Cash Management Account (unless otherwise directed by Lender) and applied to satisfy the Debt Service and, if applicable, other payment obligations of Borrower under the Note or the Defeased Note, as applicable. Borrower or Successor Borrower, as applicable, shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower or Successor Borrower, as applicable, shall prepay all fees, costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (ia) Defeasance Collateral Collateral, and (iib) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied to the monthly installments of accrued and unpaid interest. Any cash from interest and principal paid on the Loan (and in Defeasance Collateral not needed to pay the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments shall be paid to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower or Successor Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral, Partial Defeasance Collateral or Additional Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Total Defeasance Collateral, Partial Defeasance Collateral or Additional Partial Defeasance Collateral, and (ii) cash from interest and principal paid on the Total Defeasance Collateral, Partial Defeasance Collateral or Additional Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral, Partial Defeasance Collateral or Additional Partial Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied to the monthly installments of accrued and unpaid interest and on the Loan (Maturity Date, shall be first applied to accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Total Defeasance Collateral, Partial Defeasance Collateral or Additional Partial Defeasance Collateral not needed to pay the Scheduled Defeasance Payments shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account and applied to payments due on subsequent Monthly Payment Dates or released to Borrowers upon the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest payment and the Principal Balance satisfaction in full of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Debt. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral, Partial Defeasance Collateral or Additional Partial Defeasance Collateral is deposited to enter an agreement with Borrower Borrowers and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral, Partial Defeasance Collateral or Additional Partial Defeasance Collateral in accordance with this Loan Agreement. Borrower (The Borrowers or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Total Defeasance Collateral, Partial Defeasance Collateral or Additional Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower Borrowers shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (ia) Total Defeasance Collateral or the applicable Partial Defeasance Collateral, and (iib) cash from interest and principal paid on the Total Defeasance Collateral or the applicable Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender Agent on each Payment Date and applied to in accordance with the monthly installments terms of this Agreement. Following the payment of all Scheduled Defeasance Payments, any cash from interest and principal paid on the Loan (and Total Defeasance Collateral or Partial Defeasance Collateral in excess of the case of amounts necessary to pay the Scheduled Defeasance Payments shall be paid to Borrower or, if there is a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon MaturitySuccessor Borrower, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Successor Borrower. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral or Partial Defeasance Collateral is deposited to enter into an agreement with Borrower or Successor Borrower, as applicable, and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral or Partial Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Total Defeasance Collateral or Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay pay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account. At Borrower’s election, different Defeasance Collateral Accounts may be established for each defeasance consummated pursuant to this Agreement.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Defeasance Collateral not needed to pay accrued and unpaid interest or principal shall, to the monthly installments of interest on the Loan (and extent permitted by applicable REMIC Requirements, be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”"DEFEASANCE COLLATERAL ACCOUNT") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Total Defeasance Collateral or Partial Defeasance Collateral, as applicable, and (ii) cash from interest and principal paid on the Total Defeasance Collateral or Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Debt Service Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (Total Defeasance Collateral or the Partial Defeasance Collateral not needed to pay accrued and unpaid interest or principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral is and Partial Defeasance Collateral are deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral or Partial Defeasance Collateral, as applicable, in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Total Defeasance Collateral and Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to Principal. Any cash from interest and principal paid on the Loan (Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay pay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. (a) On or before the date on which Borrower Grantor delivers the Defeasance CollateralCollateral to Beneficiary pursuant to Section 6 or 46 hereof, Borrower or Successor Borrower (as applicable) Grantor shall open at any Eligible Approved Bank or Banks at the time and acting as custodian for Beneficiary, a defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible AccountAccount (as defined in the Cash Collateral Agreement), in which Grantor shall grant to Beneficiary or reconfirm the grant to Beneficiary of a security interest as part of the Trust Estate hereunder. Should 97 Grantor open the Defeasance Collateral Account at a bank or banks other than an Approved Bank, such Defeasance Collateral Account must be maintained as a segregated trust account. The Defeasance Collateral Account shall contain only (i) all Defeasance Collateral delivered by Grantor pursuant to Sections 38, 46 and 47 hereof, (ii) cash from interest and principal paid all payments received on the Defeasance Collateral. All cash from interest and principal payments paid on Collateral held in the Defeasance Collateral Account and (iii) all income or other gains from investment of moneys or other property deposited in the Defeasance Collateral Account, provided, however, that (x) any sums earned on any Defeasance Collateral, which sums were not included in the determination of the Total Defeasance Collateral, shall be paid over monthly by Beneficiary into the Cash Collateral Account to Lender be held in accordance with the Cash Collateral Agreement, and (y) any sums earned on each Payment Date and applied to any Defeasance Collateral representing the monthly installments of difference between the assumed interest on the Loan (and in Note at the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest Default Rate and the Principal Balance lesser, if applicable, of the Loan (and actual interest on the Note for the quarter prior to the preceding Due Date shall be paid quarterly to the Cash Collateral Account. All such amounts, including all income from the investment or reinvestment thereof, shall be held by Beneficiary as part of the Trust Estate, subject to withdrawal by Beneficiary for the purposes set forth in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan AgreementSection 47. Borrower (or Successor Borrower, as applicable) Grantor shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower (b) Beneficiary shall prepay all costs withdraw, draw on or collect and expenses associated with opening and maintaining apply the amounts that are on deposit in the Defeasance Collateral AccountAccount to pay when due the principal and all installments of interest and principal on the Class A Note and other amounts due under the Loan Documents. Lender (c) Funds and other property in the Defeasance Collateral Account shall not be commingled with any other monies or property of Grantor or any Affiliate of Grantor. (d) Beneficiary shall not in any way be held liable by reason of any insufficiency in the Defeasance Collateral Account. 48.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Payment Date and applied to the monthly installments of principal and interest on the Loan (and or in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and or in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretionLender, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) , Borrower shall open at any Eligible Bank the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account and a securities account (as defined in the UCC). If the Loan has been included in a Securitization, the holder of the Loan may at its option designate the Eligible Institution that will maintain the Defeasance Collateral Account. The Defeasance Collateral Account shall contain only (i) the Total Defeasance Collateral or Partial Defeasance Collateral, as applicable, (ii) Permitted Investments acquired with proceeds of Total Defeasance Collateral or Partial Defeasance Collateral, as applicable and (iiiii) cash from interest and principal paid on the Total Defeasance Collateral or the Partial Defeasance Collateral, as applicable. All cash Cash from interest and principal payments paid on the Total Defeasance Collateral or any Partial Defeasance Collateral, as applicable, in the amount of the Scheduled Defeasance Payment then due shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Cash from interest and principal paid on the Loan (and in Total Defeasance Collateral or Partial Defeasance Collateral, as applicable, not needed to pay the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments then due or coming due at any time thereafter shall be paid no more frequently than quarterly to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral or Partial Defeasance Collateral, as applicable, is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole but reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to act as a securities intermediary (as defined in the UCC) with respect to the Defeasance Collateral Account, and to hold and distribute the Total Defeasance Collateral or Partial Defeasance Collateral, as applicable, in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Total Defeasance Collateral or Partial Defeasance Collateral, as applicable, for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral AccountAccount and reinvesting any proceeds as permitted under the Security Agreement. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Defeasance Collateral Collateral, and (ii) cash from interest and principal paid on the Defeasance Collateral. All cash from interest and principal payments paid on the Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (and in Defeasance Collateral not needed to pay the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments shall be paid to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower. Borrower shall cause the Eligible Bank Institution at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Defeasance CollateralCollateral to Lender pursuant to Section 13.2, Borrower or Successor Borrower (as applicable) shall open at any Eligible Approved Bank (or other bank subject to the next sentence hereof) at the time and acting as custodian for Lender, a defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account, in which Borrower shall grant to Lender or reconfirm the grant to Lender of a security interest. The Defeasance Collateral Account shall contain only (ia) all Defeasance Collateral and delivered by Borrower pursuant to Section 13.2, (iib) cash from interest and principal paid all payments received on the Defeasance Collateral. All cash from interest and principal payments paid on Collateral held in the Defeasance Collateral shall be paid over to Lender on each Payment Date Account and applied to the monthly installments (c) all income or other gains from investment of interest on the Loan (and moneys or other property deposited in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Account. All such amounts, including all income from the investment or reinvestment thereof, shall be held by Lender, satisfactory subject to withdrawal by Lender for the purposes set forth in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan AgreementArticle IX. Borrower (or Successor the Substitute Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) the Total Defeasance Collateral or Partial Defeasance Collateral, and (ii) cash from interest and principal paid on the Total Defeasance Collateral or Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (Total Defeasance Collateral or Partial Defeasance Collateral not needed to pay accrued and unpaid interest or principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral is or Partial Defeasance Collateral are deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral and Partial Defeasance Collateral in accordance with this Loan Agreement. Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Total Defeasance Collateral and Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. (a) On or before the date on which Borrower Grantor delivers the Defeasance CollateralCollateral to Beneficiary pursuant to Section 6 or 46 hereof, Borrower or Successor Borrower (as applicable) Grantor shall open --------------- at any Eligible Approved Bank or Banks at the time and acting as custodian for Beneficiary, a defeasance collateral account (the “"Defeasance Collateral --------------------- Account”") which shall at all times be an Eligible AccountAccount (as defined in the ------- Cash Collateral Agreement), in which Grantor shall grant to Beneficiary or reconfirm the grant to Beneficiary of a security interest as part of the Trust Estate hereunder. Should Grantor open the Defeasance Collateral Account at a bank or banks other than an Approved Bank, such Defeasance Collateral Account must be maintained as a segregated trust account. The Defeasance Collateral Account shall contain only (i) all Defeasance Collateral delivered by Grantor pursuant to Sections 38, 46 and 47 hereof, (ii) cash from interest and principal paid all payments received on the ---------------------- Defeasance Collateral. All cash from interest and principal payments paid on Collateral held in the Defeasance Collateral Account and (iii) all income or other gains from investment of moneys or other property deposited in the Defeasance Collateral Account, provided, however, that (x) any sums earned on any Defeasance Collateral, which sums were not included in the determination of the Minimum Defeasance Collateral Requirement or the Total Defeasance Collateral, as the case may be, shall be paid over monthly by Beneficiary into the Cash Collateral Account to Lender be held in accordance with the Cash Collateral Agreement, and (y) any sums earned on each Payment Date and applied to any Defeasance Collateral representing the monthly installments of difference between the assumed interest on the Loan (and in Note at the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest Default Rate and the Principal Balance lesser, if applicable, of the Loan (and actual interest on the Note for the quarter prior to the preceding Due Date shall be paid quarterly to the Cash Collateral Account. All such amounts, including all income from the investment or reinvestment thereof, shall be held by Beneficiary as part of the Trust Estate, subject to withdrawal by Beneficiary for the purposes set forth in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower shall cause the Eligible Bank at which the Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank shall agree to hold and distribute the Defeasance Collateral in accordance with this Loan AgreementSection ------- 47. Borrower (or Successor Borrower, as applicable) Grantor shall be the owner of the Defeasance Collateral Account and shall -- report all income accrued on Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “Defeasance Collateral Account”) which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) Total Defeasance Collateral or Partial Defeasance Collateral, and (ii) cash from interest and principal paid on the Total Defeasance Collateral or Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Monthly Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (and in Total Defeasance Collateral or Partial Defeasance Collateral not needed to pay the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) and, upon Maturity, Scheduled Defeasance Payments shall be paid to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Borrower. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral or Partial Defeasance Collateral is deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral or Partial Defeasance Collateral in accordance with this Loan Agreement. The Borrower (or Successor Borrower, as applicable) , shall be the owner of the Total Defeasance Collateral Account or Partial Defeasance Collateral and shall report all income accrued on the Total Defeasance Collateral or Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs cost and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.

Defeasance Collateral Account. On or before the date on which Borrower delivers the Total Defeasance Collateral or Partial Defeasance Collateral, Borrower or Successor Borrower (as applicable) shall open at any Eligible Bank Institution the defeasance collateral account (the “"Defeasance Collateral Account”") which shall at all times be an Eligible Account. The Defeasance Collateral Account shall contain only (i) the Total Defeasance Collateral or Partial Defeasance Collateral, and (ii) cash from interest and principal paid on the Total Defeasance Collateral or Partial Defeasance Collateral. All cash from interest and principal payments paid on the Total Defeasance Collateral or Partial Defeasance Collateral shall be paid over to Lender on each Payment Date and applied first to the monthly installments of accrued and unpaid interest and then to principal. Any cash from interest and principal paid on the Loan (Total Defeasance Collateral or Partial Defeasance Collateral not needed to pay accrued and unpaid interest or Principal shall be retained in the case of a Partial Defeasance, Defeasance Collateral Account as additional collateral for the portion thereof evidenced by the Defeased Note) and, upon Maturity, to accrued interest and the Principal Balance of the Loan (and in the case of a Partial Defeasance, the portion thereof evidenced by the Defeased Note) Loan. Borrower shall cause the Eligible Bank Institution at which the Total Defeasance Collateral is or Partial Defeasance Collateral are deposited to enter an agreement with Borrower and Lender, satisfactory to Lender in its sole reasonable discretion, pursuant to which such Eligible Bank Institution shall agree to hold and distribute the Total Defeasance Collateral and Partial Defeasance Collateral in accordance with this Loan Agreement. Successor Borrower (or Successor Borrower, as applicable) shall be the owner of the Defeasance Collateral Account and shall report all income accrued on the Total Defeasance Collateral and Partial Defeasance Collateral for federal, state and local income tax purposes in its income tax return. Borrower shall prepay all costs and expenses associated with opening and maintaining the Defeasance Collateral Account. Lender shall not in any way be liable by reason of any insufficiency in the Defeasance Collateral Account.