Common use of Deposits Clause in Contracts

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto within six (6) months from the date of funding (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from ). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified set forth on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if (i) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on SCHEDULE III, and (9ii) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any, to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT."

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from On the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower Borrowers shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender)Schedule II attached hereto and made a part hereof, to perform the Required Repairs for the Propertymultiplied by one hundred twenty-five percent (125%). Amounts so deposited with Lender, if any, Lender shall be held by Lender in an interest bearing accountaccordance with Section 7.6 hereof. Amounts so deposited, if any, deposited shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" Borrowers’ “Required Repair Funds” and the account, if any, account in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “Required Repair Account”. Borrowers shall perform the repairs at the Properties as more particularly set forth on Schedule II hereto (such repairs hereinafter collectively referred to as “Required Repairs”). Borrowers shall complete the Required Repairs on or before the required deadline for each repair as set forth on Schedule II. It shall be an Event of Default under this Agreement if Borrower does (a) Borrowers do not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at by the Property within nine required deadline for each repair as set forth on Schedule II (9except for postponement of such deadlines as a result of Unavoidable Delays), or (b) months from the Closing DateBorrowers do not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretiondetermine. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS"a) within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower The Escrow Agent shall deposit with Lender the amount for Proceeds in the Property set forth Escrow Account on such SCHEDULE III heretothe terms and conditions of this Agreement. (b) Except as provided herein, if any (less the amount allocated to Escrow Agent is not authorized absent the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" Company’s and the account, if any, in which such amounts are held shall hereinafter be referred Underwriter’s express written consent to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default accept instructions under this Agreement from anyone other than both the Company and the Underwriter. (c) The Company and/or its designees shall, in connection with all Proceeds received under the Offering, instruct each Subscriber to remit the purchase price in the form of checks or wire transfers payable to the Escrow Agent. Checks must list the name of the Subscriber and the Subscriber’s address and telephone number on its face. Checks must be certified if Borrower does not either remitted during the last five business days of the offering period. Wire transfers shall be made in Federal Funds transferred as follows: Wire transfers must be accompanied by the name of the Subscriber and the Subscriber’s address and telephone number. The Escrow Agent shall deposit promptly into the Escrow Account all of the Proceeds received in accordance herewith. (d) The Escrow Agent shall furnish to the Company and the Underwriter at least once a day the following information: (i) does not deposit with Lender a copy of the Required Repair Fund as set forth above, or subscription agreements and checks of all Subscribers who have tendered funds; (ii) complete the Required Repairs at proceeds that the Property within nine Escrow Agent has received from each Subscriber, and (9iii) months how much of the proceeds are held in good funds. (e) The Escrow Agent shall notify the Company and the Underwriter of any checks which are received by the Escrow Agent that are made payable to a party other than the Escrow Agent or do not otherwise meet the requirements set forth in Section 3(c) above so that they may contact the Subscriber and take appropriate corrective action. If the Escrow Agent does not receive instructions from the Closing DateCompany or the Underwriter respecting the disposition of said check prior to the close of business on the fifth business day after notifying the Company and the Underwriter of receipt of said check, then the Escrow Agent shall return the funds to the prospective Subscriber. (f) The Escrow Agent shall notify the Company and the Underwriter in the event that the Escrow Agent receives a wire transfer that does not comport with the requirements set forth in Section 3(c) above. Upon If the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds Escrow Agent does not receive instructions from the Required Repair Account and Lender may apply such funds either Company or the Underwriter respecting the disposition of said wire prior to completion the close of business on the Required Repairs at fifth business day after notifying the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement Company and the other Loan DocumentsUnderwriter of receipt of said wire, then the Escrow Agent shall return the funds to the prospective Subscriber.

Deposits. Borrower shall perform (or cause the performance of) the repairs at the Property, if any, Property as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS"“Required Repairs”). Borrower shall complete (or cause the completion of) within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that required deadline for each repair as set forth on Schedule II hereto, provided, however, if Borrower has promptly commenced such Required Repairs at the Property but the same cannot be reasonably completed by the required deadline as set forth on Schedule II and Borrower is six diligently and expeditiously proceeding to cause the completion of the Required Repairs, the required deadline as set forth on Schedule II shall be extended for such time as is reasonably necessary for Borrower in the exercise of due diligence to complete such Required Repairs, such additional period not to exceed one hundred eighty (6180) months from days. If (a) Borrower does not complete (or cause the Closing Datecompletion of) the Required Repairs by the required deadline for each repair as set forth on Schedule II (as the same may be extended in accordance with the foregoing sentence), or such earlier time (b) Borrower does not satisfy each condition contained in Section 7.1.2 hereof by the required deadline for each repair as specified set forth on SCHEDULE IIISchedule II hereto, then Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs Amount for which evidence payment of completion has been delivered to Lender), to perform the cost of the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing DateRepairs. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment reduction of the Debt Outstanding Principal Balance in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Funds” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower The Company agrees to provide the Escrow Agent, in writing, with the Escrow Effective Date promptly upon its determination. Pursuant to the terms of the Offering, the Underwriter will deliver (or cause the other placement agents to deliver) to the Escrow Agent each subscription payment (a "Subscription Payment") received by the Company, the Underwriter and/or the other placement agents from subscribers. The Subscription Payments of such subscribers will be collectively held in one escrow account by the Escrow Agent on the terms and conditions hereinafter set forth. The Underwriter will maintain all subscriber records and at least bi-weekly supply the Escrow Agent and the Company with a list showing each new subscriber not on any previous list with the subscriber's name, address and amount of Subscription Payment. Each Subscription Payment received by the Underwriter from a subscriber shall perform be forwarded to the repairs at Escrow Agent along with a copy of the Propertysubscription agreement signed by the subscriber, if any, as more particularly set forth on SCHEDULE III in the form of Annex A hereto (the "Subscription Agreement"), setting forth the name, address, social security number and telephone number of such repairs hereinafter referred subscriber, the number of Shares being purchased and the purchase price being paid for same. If the Subscription Payment is in the form of a check, it shall be enclosed with the Subscription Agreement. If the Subscription Payment is to as "REQUIRED REPAIRS") within six (6) months be made by wire transfer, the Subscription Agreement shall also state the name, address and telephone number of the financial institution that will be wiring such Subscription Payment. Each Subscription Payment received by the Escrow Agent from the Closing DateUnderwriter will be deposited and held in accordance with Section 6(a) below. Such account will be held in the name of Zion Oil & Gas, Inc. Escrow Account (the "Escrow"). All monies in the Escrow shall be called, in the aggregate, the "Escrow Fund." It is understood that all checks received by Escrow Agent are subject to clearance time and the funds represented thereby cannot be drawn upon or invested until such time as the same constitute good and collected funds. It is additionally understood that should any checks be returned to the Escrow Agent as uncollectible, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered returned because of insufficient funds, the Escrow Agent is authorized and instructed to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before charge expenses incurred by the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth Escrow Agent on such SCHEDULE III hereto, if any (less the amount allocated uncollected checks to the performance Escrow. The Escrow Agent shall redeposit such check(s) for collection only upon the verbal instruction of Required Repairs the Underwriter; however, in no instance shall the check(s) be presented for which evidence of completion has been delivered to Lender)collection more than two (2) times. Should the check(s) be uncollectible after the second presentation, to perform the Required Repairs for the Property. Amounts so deposited with Lender, if anyEscrow Agent, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred promptly notify the Company and return the check(s) to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred Company (or the placement agent who delivered it to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan DocumentsEscrow Agent).

Deposits. Borrower shall perform the repairs at the Property, if any, Property as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule II, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof with respect to each Required Repair in a timely manner. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such Schedule II hereto to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.6 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule II, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such Schedule II hereto to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as the “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as the “Required Repair Account”.

Deposits. Borrower shall perform complete (or cause the completion of) the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete or cause the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all completion of the Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower does not either complete (ior cause the completion of) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule II, or (9b) months from Borrower does not satisfy (or cause the Closing Datesatisfaction of) each condition contained in Section 7.1.2 hereof. Upon Subject to Section 7.6(b) hereof, upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such Schedule II hereto to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.6 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, . Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall, or shall cause the applicable Master Tenant to, perform the repairs at the Property, if any, Properties as more particularly set forth on SCHEDULE III Schedule 7.1.1 hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date“Required Repairs”). Borrower shall, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all shall cause the applicable Master Tenant to, complete the Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on Schedule 7.1.1; provided, however, that Lender shall not unreasonably withhold, condition or delay its consent to any extension of any such SCHEDULE III heretorequired deadline, if any (less provided that Borrower or the amount allocated applicable Master Tenant has been and is diligently pursuing completing of such Required Repair. Subject to the performance of Required Repairs for which evidence of completion has been delivered to Lender)immediately preceding sentence, to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It it shall be an Event of Default under this Agreement if Borrower does not either (i) not, or does not deposit with Lender cause the Required Repair Fund as set forth aboveapplicable Master Tenant to, or (ii) complete the Required Repairs at by the Property within nine (9) months required deadline set forth on Schedule 7.1.1. Upon request from Lender after the Closing Dateexpiration of such deadline, as the same may be extended, Borrower shall deliver to Lender an Officer’s Certificate confirming that the Required Repairs have been completed and that all associated expenses have been paid. Upon the occurrence and during the continuance of such an Event of Default, Lender, at its option, may withdraw all the Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's Xxxxxx’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, $0.00 shall be deposited into the Required Repair Account. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.7 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Funds” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.” For the avoidance of doubt, if the amount specified in this Section 7.1.1 is $0.00, then no reserves or guaranty in respect of Required Repairs shall be required and the Required Repair Account shall not be maintained.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR 56 FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower SFB is not responsible for deposits until they are actually received and verified by SFB and SFB issues a receipt. SFB's counts of money deposited shall perform be conclusive. All deposits, including checks and electronic deposits, are received and credited by SFB provisionally and subject to final payment. SFB reserves the repairs at right to reverse all credits and to make corrections and adjustments to your account, including corrections and adjustments for errors that are reflected on deposit tickets or receipts. SFB reserves the Propertyright to refuse to accept particular deposits, including items with unclear endorsements. If you do not endorse a deposited item, SFB may supply your endorsement, but SFB is not required to do so, SFB may require your specific endorsement. You agree to reimburse SFB for any loss or expense SFB incurs because you fail to endorse an item exactly as drawn. SFB acts only as your agent in receiving and handling items for deposit or collection and are not responsible for actions of other banks or for the loss or destruction of items in transit. SFB may select the methods used for collection of items, including the use of other banks and clearinghouses, and SFB may agree to vary collection policies, procedures and deadlines with such other banks and clearinghouses. SFB may also convert the checks that you deposit into substitute checks or otherwise collect them electronically. SFB may charge back to your account the amount of any item which is returned unpaid or which is not paid within a reasonable time, or any electronic deposit for which SFB did not receive settlement within a reasonable period of time. You waive notice of dishonor, nonpayment or protest of any such item or deposit and authorize SFB to attempt to reclear the item if anySFB wishes, but SFB is not required to do so. You agree to assume responsibility for any loss resulting from endorsing or otherwise marking the back of any deposited item outside of the designated payee endorsement area. SFB is not responsible for delayed or inaccurate chargebacks to your account if your endorsement on a deposited item does not enable SFB to clearly identify the account into which it was deposited. You may not deposit “substitute checks” (as more particularly defined by the federal Check Clearing for the 21st Century Act) unless SFB has otherwise agreed in writing. If a check you deposit is returned to SFB and you request it to be returned to you, SFB may return it to you in the form of a substitute check or a paper or electronic representation of the check. If items are lost in our possession, you agree to use reasonable efforts to obtain replacements. If you deposit an item drawn on a non‐US bank or payable in foreign currency, and SFB agrees to collect it, SFB may convert the item to US Dollars using our exchange in effect on the date SFB selects and may charge your account for the amount of any third‐party fees SFB is required to pay in connection with such item. You understand that SFB may credit incoming funds transfers based solely on the account number provided to SFB, regardless of whether that number matches the other information provided with the transfer. SFB is authorized, but not obligated, to accept deposits into your account(s) regardless of who SFB receives such deposits from, regardless of who they are made payable to, and regardless of whether they are endorsed on your behalf. SFB is required to make certain warranties and have certain indemnity and other responsibilities to third parties with respect to deposits made to your account. Claims may be made against SFB by third parties arising out of handling your deposits. Such Warranty Claims include claims that are made after the drawer's midnight deadline, and asserted by electronic, paper or other means. If SFB receives notice of a Warranty Claim, SFB may place a hold on your account for the amount of the claims. If you request SFB to, or if SFB is otherwise required to, dispute or defend against any Warranty Claim, and if SFB agrees to do so, you are responsible for reimbursing our costs and expenses, including reasonable attorneys' fees. SFB may deduct from your account the amount of any Warranty Claim that SFB pays in good faith. SFB may exercise the rights set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Datein this paragraph, or such earlier time as specified on SCHEDULE IIIeven if doing so may create an overdraft in your account. If Borrower has sufficient funds are not delivered available in your account, you agree to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender reimburse SFB for the amount of such claims. Our rights of deduction and reimbursement are absolute and unconditional, shall survive any termination of our relationship with you, and shall not, for any reason whatsoever, be subject to any reduction, setoff, defense, counterclaim, deferment or right of recoupment. SFB is not required to give you notice prior to exercising our rights under this section. These rights apply to among other things, direct deposit of government benefits, wire transfers into your account, other direct deposits coming from third parties, deposits made after your death, and deposits that are claimed to have been altered, improperly endorsed, miscoded or otherwise in violation of applicable warranties under the Uniform Commercial Code. Your estate, serviving owner or POD is responsible for this claim if you are deceased. If SFB is required to reimburse the government or any other third party for the Property set forth on such SCHEDULE III hereto, if amount of any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so benefit payments deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the into your account, if anyyou agree that SFB may, in which such amounts are held shall hereinafter be referred without prior notice to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit you, deduct that amount from your account or from any other account you have with Lender SFB, unless the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documentsdeduction is prohibited by law.

Deposits. On the Closing Date, Borrower shall deposit with Lender the amount for each Individual Property set forth on such Schedule V hereto to perform the Required Repairs for such Individual Property, which amount shall equal $2,886,577.70 in aggregate. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule V hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE IIIRequired Repairs). If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender use commercially reasonable efforts to complete in an expeditious manner the amount for Required Repairs. If, in the Property set forth on such SCHEDULE III heretoreasonable judgment of the Lender, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform a) Borrower is not completing the Required Repairs for at each Individual Property in an expeditious manner (giving due consideration to the Property. Amounts so deposited obligation of Borrower to obtain the approval of Bank of America, N.A. under the BofA Lease with Lenderrespect to such Required Repairs, if anyapplicable), shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if or (b) Borrower does not either (i) does not deposit with Lender satisfy each condition contained in Section 16.1.2 hereof, then Lender, at its option, may withdraw all amounts in the Required Repair Fund as set forth above, or (ii) complete and apply such funds to completion of the Required Repairs at the Property within nine (9) months from the Closing DateProperty. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from amounts in the Required Repair Account Fund and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt Indebtedness in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply amounts in the Required Repair Funds Fund shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. Amounts so deposited and the account in which such amounts are held shall hereinafter be referred to as Borrower’s Required Repair Fund.

Deposits. On the Closing Date, Borrower has deposited with Lender funds in the amount of Four Million Four Hundred Twenty-Two Thousand Fifty-Five and No/100 Dollars ($4,422,055.00) (the “Required Repair Reserve Funds”), which Required Repair Reserve Funds shall be held by Lender in accordance with Section 7.8 hereof and disbursed to Borrower in accordance with Section 7.1.2 hereof. The account in which the Required Repair Reserve Funds are held shall hereinafter be referred to as the “Required Repair Reserve Account”. Borrower shall perform the repairs (on an Individual Property by Individual Property basis) at the Property, if anyapplicable Individual Properties, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS"“Required Repairs”) within six (6i) months from in compliance with all applicable Legal Requirements, (ii) in a Lien-free, good and workmanlike manner and (iii) prior to the one (1) year anniversary of the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Date (the “Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to LenderRepair Deadline”), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be constitute an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender complete each Required Repair by the Required Repair Fund Deadline, provided that, if Borrower shall have been unable to complete a Required Repair by the Required Repair Deadline, after using commercially reasonable efforts to do so, the Required Repair Deadline shall be automatically extended solely as set forth above, or (ii) to such Required Repair to permit Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same (provided that such additional period shall not exceed ninety (90) days in respect of any Required Repairs at the Property within nine (9) months from the Closing DateRepair). Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Reserve Funds from the Required Repair Reserve Account and Lender may apply such funds either to (i) the costs of completion of the Required Repairs at or (ii) the Property or toward payment of the Debt Debt, in such order, proportion and priority as Lender may determine in its sole discretion. Notwithstanding the foregoing, if an Event of Default shall occur as a result of a failure by Borrower to timely complete a Required Repair in accordance with the foregoing and (A) Lender shall apply the Required Repair Reserve Funds to the costs of completion of the Required Repairs in accordance with the foregoing, (B) Borrower shall have paid to Lender all costs and expenses incurred by Lender in connection with the completion such Required Repairs and (C) the Required Repair Reserve Funds are sufficient to complete the Required Repairs, the applicable Event of Default shall be deemed to have been cured by Borrower. Lender's ’s right to withdraw and apply Required Repair Reserve Funds in accordance with the foregoing shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall, or shall cause the applicable Master Tenant to, perform the repairs environmental remediation at the PropertyProperties determined as required by the environmental consultant preparing those certain Phase I environmental reports delivered to Lender by Borrower in connection with the origination of the Loan (each, if anya “Phase I Environmental Report” and collectively, as the “Phase I Environmental Reports”) and more particularly set forth described on SCHEDULE III Schedule 7.2.1 hereto (such repairs environmental remediation hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date“Required Remediation”). Borrower shall, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all shall cause the applicable Master Tenant to, complete the Required Repairs Remediation on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on Schedule 7.2.1; provided, however, that Lender shall not unreasonably withhold, condition or delay its consent to any extension of any such SCHEDULE III heretorequired deadline, if any (less provided that Borrower or the amount allocated applicable Master Tenant has been and is diligently pursuing completion of such Required Remediation. Subject to the performance of Required Repairs for which evidence of completion has been delivered to Lender)immediately preceding sentence, to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It it shall be an Event of Default under this Agreement if Borrower does not either (i) not, or does not deposit with Lender cause the applicable Master Tenant to, complete in all material respects the Required Repair Fund Remediation by the required deadline for each identified remediation as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Dateon Schedule 7.2. 1. Upon the occurrence and during the continuance of such an Event of Default, Lender, at its option, may withdraw all Required Repair Remediation Funds from the Required Repair Remediation Account and Lender may apply such funds either to completion of the Required Repairs at the Property Remediation or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's Xxxxxx’s right to withdraw and apply Required Repair Remediation Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, $0.00 shall be deposited into the Required Remediation Account. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.7 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Remediation Funds” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Remediation Account.” For the avoidance of doubt, if the amount specified in this Section 7.2.1 is $0.00, then no reserves or guaranty in respect of Required Remediation shall be required and the Required Remediation Account shall not be maintained.

Deposits. Borrower shall perform perform, or cause to be performed, the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III heretoSchedule II, if any (less the amount allocated to the performance each as extended as a result of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing DateForce Majeure. Upon the occurrence and during the continuance of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's Lxxxxx’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents; provided, however, any unapplied portions of the Required Repair Funds after the cessation of such Event of Default shall promptly be returned by Lender to Borrower or into the Required Repair Account, as the case may be. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such Schedule II hereto to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.6 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.” Anything contained herein to the contrary notwithstanding, with respect to any Required Repairs that a Tenant is obligated to perform pursuant to its Lease, Borrower’s obligation under this Section 7.1 shall be limited to using commercially reasonable efforts to cause such Tenant to perform the applicable Required Repair, and the failure to make the Required Repairs shall not, on its own, result in an Event of Default.

Deposits. Borrower Issuers shall perform the repairs at the Property, if any, Property as more particularly set forth on SCHEDULE III Schedule 10.01 hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Subject to excusable delays due to acts of god, governmental restrictions, stays, judgments, orders, decrees, enemy actions, civil commotion, fire, casualty, strikes, work stoppages, shortages of labor or materials or other cases beyond the Closing Datereasonable control of Issuers, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Issuers shall complete the Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing DateSchedule 10.01. Upon the occurrence and during the continuance of such an Event of Default, LenderTrustee, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender Trustee may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender Trustee may determine in its sole discretion. Lender's Trustee’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender Trustee under this Agreement Indenture and the other Loan Financing Documents. On the Closing Date, Issuers shall deposit with Trustee the amount set forth on such Schedule 10.01 hereto to perform the Required Repairs multiplied by one hundred twenty-five percent (125%). Amounts so deposited with Trustee shall be held by Trustee in accordance with Section 10.06 hereof. Amounts so deposited shall hereinafter be referred to as Issuers’ “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Issuers’ “Required Repair Account.”

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule II, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such Schedule II hereto to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”. The Required Repair Fund shall be held by Lender in an interest bearing account, which interest shall be included with amounts on deposit in the Required Repair Fund and held for the benefit of Borrower.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule II, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such Schedule II hereto to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth or shall cause Mortgage Borrower to pay to Lender (a) on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified an amount equal to $15,000,000.00 to fund the costs of the Required Capital Improvements and (b) on SCHEDULE III. If Borrower has not delivered each Payment Date after the Closing Date an amount equal to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs the sum of (A) on or before each of the date that is first thirty-six (636) months from Payment Dates after the Closing Date, $416,667.00 to fund the costs of the Required Capital Improvements and (B) (i) four percent (4%) of Gross Income from Operations (or such earlier time as specified greater amount if required by the Franchise Agreements) of the calendar month occurring two (2) calendar months prior to the calendar month of the Payment Date on SCHEDULE IIIwhich such deposit is required (such month, Borrower shall deposit with Lender the “Measurement Month”) less (ii) the amount for actually deposited into the Property set forth on reserve accounts relating to FF&E maintained by the Marriott Managers under the respective Management Agreements between Operating Lessee and the applicable Marriott Manager entered into in accordance with the terms of this Agreement during such SCHEDULE III heretoMeasurement Month, if any provided such reserve accounts continue to held and maintained in accordance with the FF&E Reserve Account Control Agreements to fund the costs of FF&E Expenditures (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lenderforegoing clauses (A) and (B), to perform collectively, the Required Repairs for “Replacement Reserve Monthly Deposit”), which amounts shall be deposited into an account controlled by Lender (the Property“Replacement Reserve Account”). Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “Replacement Reserve Fund”. It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from After the Closing Date. Upon the occurrence of such an Event of Default, LenderBorrower, at its option, may withdraw all Required Repair Funds pay to Lender additional amounts for deposit into the Replacement Reserve Account and any such amounts received by Lender from Borrower shall reduce the amount of each remaining deposit pursuant to clause (A) hereunder by an amount equal to the amount of such additional amount deposited into the Replacement Reserve Account divided by the number of remaining deposits pursuant to clause (A) hereunder. An amount equal to a pro rata amount (based on the relative Release Amounts) of the Replacement Reserve Fund, if a positive amount, shall be retained by Lender in the Replacement Reserve Account and credited toward the future Replacement Reserve Monthly Deposits required by Lender solely with respect to clause (B) hereunder in the event the Released Collateral related to an Individual Property is released from the Required Repair Account and Lender may apply such funds either to completion Lien of the Required Repairs at Pledge Agreement in accordance with Section 2.5 hereof. Amounts on deposit in the Property or toward payment Replacement Reserve Account that are not expended in any given Fiscal Year shall be available to be disbursed in accordance with Section 7.3.2 below for the cost of Replacement Expenditures in any subsequent Fiscal Year provided that any such non-expended balance shall not be deemed to reduce Borrower’s obligation to make the full amount of the Debt in such order, proportion Replacement Reserve Monthly Deposit during any subsequent Fiscal Year as and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender when due under this Agreement and the other Loan DocumentsSection 7.3.1.

Deposits. Borrower Each Subscription Payment received by the Company from a subscriber shall perform be forwarded to the repairs at Escrow Agent along with a certificate from the Property, if any, as more particularly set forth on SCHEDULE III hereto Company (such repairs hereinafter referred to as the "REQUIRED REPAIRSSubscription Certificate") within six (6) months setting forth the name, address, social security number and telephone number of such subscriber, the number of Units or fractional or split Units being purchased and the purchase price being paid for the same. If the Subscription Payment is in the form of a check, it shall be enclosed with the Subscription Agreement. If the Subscription Payment is to be made by wire transfer, the Subscription Agreement shall also state the name, address and telephone number of the financial institution that will be wiring such Subscription Payment. Each Subscription Payment received by the Escrow Agent from the Closing DateCompany will be deposited and held in accordance with Section 6(a) below. Such account will be held in the name of (the "Escrow"). It is understood that all checks received by Escrow Agent are subject to clearance time and the funds represented thereby cannot be drawn upon or invested until such time as the same constitute good and collected funds. It is additionally understood that should any checks be returned to the Escrow Agent as uncollectible, or returned because of insufficient funds, the Escrow Agent is authorized and instructed to charge expenses incurred by the Escrow Agent on such earlier time as specified on SCHEDULE IIIuncollected checks to the Escrow. If Borrower The Escrow Agent shall redeposit such check(s) for collection only upon the verbal instruction of the Company; however, in no instance shall the check(s) be presented for collection more than two (2) times. Should the check(s) be uncollectible after the second presentation, the Escrow Agent, shall promptly notify the Company and hold said check(s) until the subscriber has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before replaced the date that is six (6) months from the Closing Date, same with a cashier's check or such earlier other form of draft that the Company and escrow Agent approve, at which time the Escrow Agent shall as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated soon as practicable return said uncollectible check(s) to the performance of Required Repairs for which evidence of completion has been delivered subscriber. In the event the subscriber does not replace said check(s) with a cashier's check or such other form or draft acceptable to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" Escrow Agent and the accountCompany, if any, in which the Escrow Agent shall as soon as practicable return the same to such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documentssubscriber.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III IV hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from ). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"IV. It shall be an Event of Default under this Agreement if (i) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on SCHEDULE IV, and (9ii) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT".

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III IV hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from ). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"IV. It shall be an Event of Default under this Agreement if (i) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on SCHEDULE IV, and (9ii) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the sum of $ 0 , which sum represents 125% of the estimated cost to complete the Required Repairs. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT".

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") " within six (6) months from the Closing DateDate (or such longer time as Borrower and Lender may mutually agree to), or such earlier time as specified on SCHEDULE III. provided that the estimated cost to complete the Required Repairs is less than One Hundred Thousand and 00/100 Dollars ($100,000.00) in the aggregate. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE IIIIII or if the estimated cost to complete the Required Repairs is equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00), Borrower shall deposit with Lender one hundred twenty five percent (125%) of the amount for the Property set forth on estimated cost to complete such SCHEDULE III heretorepairs as determined by Lender's structural consultant, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule II, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount of $10,000.00, which amount represents one hundred twenty-five percent (125%) of the estimated cost to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.6 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower shall perform the repairs at the Property, if any, Property as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III Schedule II hereto, if any which period may be extended upon request of Borrower, provided Borrower is diligently pursuing such completion, such additional period not to exceed five (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"5) days. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender complete the Required Repair Fund Repairs by the required deadline for each repair as set forth on Schedule II (as may be extended as set forth above), provided, however, that if a deadline is not met solely as a result of Force Majeure, such deadline shall be further extended for so long as such Force Majeure continues, but in no event longer than sixty (60) days from the original required deadline, or (iib) complete the Required Repairs at the Property within nine (9) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment reduction of the Debt Outstanding Principal Balance in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.. On the Closing Date, Borrower shall deposit with Lender the Required Repairs Amount for payment of the cost of the Required Repairs. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.9

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property by the required deadline for each repair as set forth on Schedule II, provided, however, that the time within nine which such repairs must be completed shall be extended for a period of time equal to the period of any delay which is caused by fire, earthquake or other acts of God, strike, lockout, acts of public enemy, riots, insurrection, governmental regulation of the sale or transportation of materials, supplies or labor, or any other similar event outside of Borrower’s reasonable control (9but Borrower’s lack of funds in and of itself shall not be deemed a cause beyond the control of Borrower) months from the Closing Date(“Force Majeure”), or (b) Borrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence and during the continuance of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such Schedule II hereto to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited, together with all interest earned thereon, shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower shall perform the repairs at the its Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, . each Borrower shall deposit with Lender the amount for the its Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if anyProperties, as more particularly set forth in each of the Physical Condition Reports, on SCHEDULE III hereto Appendix A therein (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from ). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from after the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at each Individual Property by the Property within nine required deadline for each such repair, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof in all material respects. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for each Individual Property set forth on such Schedule III hereto to perform the Required Repairs for such Individual Property multiplied by one hundred twenty-five percent (125%). Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT."

Deposits. Borrower shall perform or cause to be performed the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule IV hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete or cause to be completed the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule IV. It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at by the required deadline for each repair as set forth on Schedule IV, provided, that if Borrower shall have been unable to complete a Required Repair by the required deadline, after using commercially reasonable efforts to do so, as a result of Force Majeure or a Casualty or Condemnation and provided that the failure to complete such Required Repair does not (i) involve imminent issues relating to protection of human health and safety, (ii) does not endanger any tenant, patron or other occupant of the Property within nine or the general public and (9iii) months from does not materially and adversely affect the Closing Datevalue of the Property or result in a default by Borrower or any other Loan Party under the Franchise Agreement or Management Agreement, the required deadline shall be automatically extended solely as to such Required Repair to permit Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same (provided that such additional period shall not exceed ninety (90) days in respect of any Required Repair). Upon the occurrence and during the continuance of such an Event of Default, Lender, at its option, but without any obligation to do so, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either complete (or cause to completion of be completed) the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretionProperty. Lender's ’s right to withdraw and apply complete (or cause to be completed) the Required Repair Funds Repairs shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule II, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender $322,054.00 to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower shall cause Mortgage Borrower to perform the repairs at the Property, if any, Properties as more particularly set forth on SCHEDULE III hereto Schedule XVIII hereof (such repairs hereinafter hereainafter referred to as "REQUIRED REPAIRS"the “Required Repairs”) within six (6) months from and shall use commercially reasonable efforts to complete each of the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property deadline set forth on such SCHEDULE III heretoSchedule XVIII hereof; provided, however, if any (less the amount allocated such repairs do not involve issues relating to relating to the performance protection of human health and safety, then the outside date for such Required Repairs for which evidence shall be one (1) year of completion has the date hereof (collectively, the “Required Repairs Deadline”). If Borrower shall have been delivered unable to Lendercause Mortgage Borrower to complete a Required Repair by the Required Repairs Deadline, after using commercially reasonable good faith efforts to do so and provided that the failure to complete such Required Repair does not endanger any tenant, patron or other occupant of the applicable Individual Property or the general public, does not materially and adversely affect the value of the Property and is not required to remedy any failed inspections by any Franchisor of the Properties, the Required Repair Deadline shall be automatically extended solely as to such Required Repair to permit Borrower to cause Mortgage Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to cause Mortgage Borrower complete the same (provided that such additional period shall not exceed ninety (90) days in respect of any Required Repair). Borrower shall deposit, or cause Mortgage Borrower to deposit, on the Closing Date an amount equal to $736,639.40 (the “Required Repairs Reserve Funds”) to perform the Required Repairs for the PropertyRepairs. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, The account in which such amounts the Required Repairs Reserve Funds are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “Required Repairs Reserve Account”. It shall be an Event of Default under this Agreement if Borrower does not either (i) does not Any Required Repairs Reserve Funds remaining on deposit with Lender the Required Repair Fund as set forth above, or (ii) complete in the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence Reserve Account upon completion of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be deposited into the Replacement Reserve Fund and applied pursuant to Section 7.3 hereof. In the event an Individual Property is released from the Lien of its related Security Instrument in addition accordance with Section 2.5 hereof, then effective on the Payment Date immediately following such Release, any amounts on deposit in the Required Repairs Reserve Account relating to all Required Repairs with respect to such Individual Property shall be applied to other rights and remedies provided Required Repairs. In the event Borrower requests any modification to Lender under this Agreement and the other Loan DocumentsSchedule XVIII, such modification shall be subject to Lender’s approval not to be unreasonably withheld.

Deposits. Borrower shall perform the PIP Requirements, repairs and environmental remediation at the Property, if anyProperties, as more particularly set forth on SCHEDULE Schedule III hereto (such PIP Requirements, repairs and environmental remediation hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III heretoSchedule III, if any (less the amount allocated to the performance which period of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, time shall be held extended as a result of any force majeure delays unless such extension would cause a default under the applicable Franchise Agreement or Management Agreement which has not been waived by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"applicable Franchisor or Manager. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at each Individual Property by the Property within nine required deadline for each repair and environmental remediation as set forth on Schedule III (9as such date may be extended as provided above), or (b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender (x) the amount for each Individual Property set forth on such Schedule III hereto to perform the Required Repairs for such Individual Property multiplied by (i) one hundred twenty-five percent (125%) with respect to those Required Repairs determined pursuant to the Physical Conditions Reports, (ii) one hundred twenty-five percent (125%) with respect to those Required Repairs that are environmental remediation recommended in the Environmental Reports (other than building exterior reports), (iii) one hundred fifty percent (150%) with respect to those Required Repairs that are environmental remediation recommended in the Environmental Reports that are building exterior reports, and (iv) one hundred percent (100%) of the PIP Requirements identified on Schedule III, and (y) one hundred twenty-five percent (125%) of the amount reasonably estimated by Lender to be due for those PIP Requirements not specifically identified on Schedule III, which amount shall be reduced to one hundred percent (100%) for those PIP Requirements specifically identified by Borrower in a manner reasonably satisfactory to Lender. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower shall perform perform, or cause IDOT Guarantor to perform, the repairs at the Property, if anyProperties, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date“Required Repairs”). Borrower shall complete, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered cause IDOT Guarantor to Lender evidence reasonably satisfactory to Lender that it has completed all complete, the Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower or IDOT Guarantor, as applicable, does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at each Individual Property by the Property within nine required deadline for each repair as set forth on Schedule II, or (9b) months from Borrower does not satisfy or cause IDOT Guarantor to satisfy, each condition contained in Section 7.1.2 hereof, subject, to natural or man made disaster, armed conflict, acts of terrorism, riot, labor disruption (not specifically aimed at Borrower), unavailability of materials or other circumstances beyond the Closing Datereasonable control of Borrower. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment reduction of the Debt Outstanding Principal Balance in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for each Individual Property set forth on such Schedule II hereto to perform the Required Repairs for such Individual Property multiplied by one hundred twenty-five percent (125%). Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Funds” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower shall cause Mortgage Borrower to perform (a) the repairs at the Property, if anyProperties, as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS"“Required Repairs”) within six and (6b) months from the Closing Date, or such earlier time as specified PIP Requirements set forth on SCHEDULE IIISchedule XI hereto. If Borrower has not delivered shall cause Mortgage Borrower to Lender evidence reasonably satisfactory to Lender that it has completed all complete the Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less Schedule III. Borrower shall cause Mortgage Borrower to complete the amount allocated to PIP Requirements on or before the performance of Required Repairs deadline for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund each PIP Requirement as set forth above, or (ii) on Schedule XI. Borrower shall cause Mortgage Borrower to complete the Required Repairs at each Individual Property by the required deadline for each repair as set forth on Schedule III and complete the PIP Requirements at each Individual Property within nine (9) months from by the Closing Daterequired deadline for each PIP Requirement as set forth on Schedule XI. Upon the occurrence of such an Event of DefaultDefault relating to Borrower’s failure to comply with its obligations under the preceding sentence, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs or PIP Requirements at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.. On the Closing Date, Borrower shall deposit with Lender (i) an amount equal to one hundred twenty-five percent (125%) of the estimated amount for each Individual Property set forth on such Schedule III hereto to perform the Required Repairs for such Individual Property and (ii) a cash escrow or a Letter of Credit in an amount equal to $25,088,200 to secure the performance and completion of the PIP Requirements for each Individual Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.7

Deposits. Borrower shall perform (a) the repairs at the Property, if anyProperties, as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS"“Required Repairs”) within six and (6b) months from the Closing Date, or such earlier time as specified PIP Requirements set forth on SCHEDULE IIISchedule XI hereto. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all shall complete the Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less Schedule III. Borrower shall complete the amount allocated to PIP Requirements on or before the performance of Required Repairs deadline for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund each PIP Requirement as set forth above, or (ii) on Schedule XI. Borrower shall complete the Required Repairs at each Individual Property by the required deadline for each repair as set forth on Schedule III and complete the PIP Requirements at each Individual Property within nine (9) months from by the Closing Daterequired deadline for each PIP Requirement as set forth on Schedule XI. Upon the occurrence of such an Event of DefaultDefault relating to Borrower’s failure to comply with its obligations under the preceding sentence, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs or PIP Requirements at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender (i) an amount equal to one hundred twenty-five percent (125%) of the estimated amount for each Individual Property set forth on such Schedule III hereto to perform the Required Repairs for such Individual Property and (ii) a cash escrow or a Letter of Credit in an amount equal to $25,088,200 to secure the performance and completion of the PIP Requirements for each Individual Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.7 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit any tenant improvements in accordance with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lease approved by Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit complete the tenant improvements at the Property in accordance with Lender the Required Repair Fund as set forth aboveLease, or (iib) complete the Required Repairs at Borrower does not satisfy each condition contained in Section 7.1.2 hereof, or (c) Borrower misdirects, misuses, misappropriates, or otherwise mishandles and Reserve Funds allocated for the Property within nine (9) months from the Closing Dateor any contractor in any way. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Tenant Improvement Funds from the Required Repair Tenant Improvement Account and Lender may apply such funds either to completion of the Required Repairs tenant improvements at the Property or toward payment of the Debt or expenses related to Event of Default in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Tenant Improvement Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender an amount equal to $76,440.00 to perform tenant improvements for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.9 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Tenant Improvement Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Tenant Improvement Account.”

Deposits. Borrower Upon execution of this Lease and as a condition to Landlord’s obligations hereunder, Tenant shall perform deposit with Landlord the repairs at the Property, if any, sum as more particularly set forth on SCHEDULE III hereto page one (such repairs hereinafter referred 1), which sum shall be retained by Landlord as security for the payment by Tenant of the rents and other sums herein agreed to as "REQUIRED REPAIRS") within six (6) months from be paid by Tenant and for the Closing Date, or such earlier time as specified on SCHEDULE IIIfaithful performance by Tenant of the terms and covenants of this Lease. If Borrower has not delivered Tenant fails to Lender evidence reasonably satisfactory pay the Security Deposit, Landlord shall have the right to Lender terminate this Lease and regain possession dismissed premises. It is agreed that it has completed Landlord, at Landlord's sole option, may at any time apply said sum or any part there afterward the payment of the rent and all Required Repairs on or before the date that is six (6) months from the Closing Dateother sums payable by Tenant under this Lease, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to and toward the performance of Required Repairs each and every of Tenant's covenants under this Lease, but such covenants and Tenant's liability under this Lease shall thereby be discharged only to the extent that Landlord applies such sum and Tenant shall remain liable for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, any amounts that such sum shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred insufficient to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, pay; that Landlord may exhaust any or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies against Tenant before resorting to said sum, but nothing herein contained shall require or be deemed to require Landlord to do so; that, in the event this deposit shall not be utilized for any such purposes, then such deposit shall be returned to Tenant, without interest, within twenty (20) days after the expiration of this Lease, provided that Tenant shall have vacated the Demised Premises leaving same in the condition that existed at the commencement of this Lease, reasonable wear and tear excepted. The security deposit may be commingled with Landlord's funds without accounting therefore to Lender under this Agreement Tenant. In the event of a sale of the building containing the Demised Premises (the "Building"), or lease of the land on which it stands, Landlord shall have the right to transfer the deposit to the new Landlord, and the other Loan Documents.new Landlord shall be responsible to the Tenant for the security deposit and its return, and the old Landlord shall, upon such transfer, be relieved by Tenant from all liability for the return of such security deposit. Landlord Initials Tenant Initials

Deposits. Borrower shall perform the repairs at the Property, if any, Properties as more particularly set forth on SCHEDULE III Schedule 2 hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III Schedule 3 hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at by the Property within nine required deadline for each repair as set forth on Schedule 2, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment reduction of the Debt Outstanding Principal Balance in such order, proportion and priority as Lender may determine in its sole and absolute discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the Required Repairs Amount for payment of the cost of the Required Repairs. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Funds” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR 57 FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before (a) if such repairs involve issues relating to relating to the protection of the health and safety of any tenant, patron or other occupant of the Property, as soon as commercially practicable not to exceed ninety (90) days from the date that is six hereof or (6b) months from the Closing Date, or if such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated repairs do not involve issues relating to relating to the performance protection of human health and safety, then within one (1) year of the date hereof (collectively, the “Required Repairs for which evidence of completion has been delivered to LenderDeadline”), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine on or before the Required Repairs Deadline, or (9b) months from Borrower does not satisfy each condition contained in Section 7.1.2 hereof; provided, however, if Borrower shall have been unable to complete a Required Repair by the Closing DateRequired Repair Deadline, after using commercially reasonable efforts to do so and provided that the failure to complete such Required Repair does not endanger any tenant, patron or other occupant of the Property or the general public and does not materially and adversely affect the value of the Property, the Required Repair Deadline shall be automatically extended solely as to such Required Repair to permit Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same (provided that such additional period shall not exceed ninety (90) days in respect of any Required Repair). Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender an amount equal to One Hundred Thirty-One Thousand Two Hundred Fifty and No/100 Dollars ($131,250.00) to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.7 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule II, or (9b) months from Borrower does not satisfy each condition contained in Section 7.1.2 hereof, or (c) Borrower misdirects, misuses, misappropriates, or otherwise mishandles and Reserve Funds allocated for the Closing DateProperty or any contractor in any way. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt or expenses related to Event of Default in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender an amount equal to $288,000 to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.9 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRSRequired Repairs") within six (6) months from ). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (i) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule II (9subject to force majeure delays), and (ii) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt as set forth in such order, proportion and priority as Lender may determine in its sole discretionSection 2.3.2. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such Schedule II hereto to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in an interest bearing account. Amounts so deposited shall hereinafter be referred to as Borrower's "Required Repair Fund" and the account in which such amounts are held shall hereinafter be referred to as Borrower's "Required Repair Account".

Deposits. Borrower shall cause Mortgage Borrower to perform (a) the repairs at the Property, if anyProperties, as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS"“Required Repairs”) within six and (6b) months from the Closing Date, or such earlier time as specified PIP Requirements set forth on SCHEDULE IIISchedule XI hereto. If Borrower has not delivered shall cause Mortgage Borrower to Lender evidence reasonably satisfactory to Lender that it has completed all complete the Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less Schedule III. Borrower shall cause Mortgage Borrower to complete the amount allocated to PIP Requirements on or before the performance of Required Repairs deadline for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund each PIP Requirement as set forth above, or (ii) on Schedule XI. Borrower shall cause Mortgage Borrower to complete the Required Repairs at each Individual Property by the required deadline for each repair as set forth on Schedule III and complete the PIP Requirements at each Individual Property within nine (9) months from by the Closing Daterequired deadline for each PIP Requirement as set forth on Schedule XI. Upon the occurrence of such an Event of DefaultDefault relating to Borrower’s failure to comply with its obligations under the preceding sentence, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs or PIP Requirements at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender (i) an amount equal to one hundred twenty-five percent (125%) of the estimated amount for each Individual Property set forth on such Schedule III hereto to perform the Required Repairs for such Individual Property and (ii) a cash escrow or a Letter of Credit in an amount equal to $25,088,200 to secure the performance and completion of the PIP Requirements for each Individual Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.7 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall (or shall cause Operating Company to) perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS"“Required Repairs”). Borrower shall (or shall cause Operating Company to) within six (6) months from complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if Borrower does not either (ior Operating Company) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Dateby such date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender 125% of the amount for set forth on such Schedule II hereto to perform (or have Operating Company perform) the Required Repairs. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”. All interest on the Required Repair Fund shall be added to or become a part thereof and shall be the sole property of Borrower.

Deposits. Borrower shall perform In order to protect more fully the repairs at the Propertysecurity afforded hereby, if anyrequested at any time in writing by 20 Mortgagee, as more particularly set forth on SCHEDULE III hereto Mortgagor will pay to Mortgagee monthly, together with, and in addition to the periodic installments of interest and/or principal payable under the Note, until the indebtedness at any time secured by this Mortgage shall have been fully paid, a sum determined by Mortgagee to be required to amortize any installment of insurance premiums (such repairs hereinafter referred except to as "REQUIRED REPAIRS"the extent payable by tenants), real estate taxes, assessments and water or other charges (except to the extent being paid directly by a tenant who is not in default) within six one (61) months from month prior to the Closing Date, date such payment or such earlier time as specified on SCHEDULE IIIinstallment is payable without interest or penalty. If Borrower Mortgagor has instituted and is diligently prosecuting appropriate administrative or judicial action to contest such taxes and assessments, and in the reasonable opinion of Mortgagee neither the Improvements nor the Land nor any part thereof is in danger of being forfeited or lost by a postponement of payment of such contested charge, then, in lieu of such deposits, Mortgagor may furnish such surety bonds or other assurances as Mortgagee shall reasonably deem sufficient to assure the payment of such taxes, assessments or charges. The amounts so deposited will be held by Mortgagee without interest and provided Mortgagor shall not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to be in default in the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if anyits obligations hereunder, shall be held by Lender in an interest bearing account. Amounts so depositedapplied to payment of the aforementioned charges ("under protest", if anyapplicable and if Mortgagor shall so request) as they become due and payable, to the extent Mortgagee shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and have funds on hand. Upon the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be occurrence of an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth aboveMortgage, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence Mortgagee may apply such portion of such an deposits as shall be necessary to remedy such Event of Default. In the event of the acceleration of the indebtedness secured by this Mortgage, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender Mortgagee may apply such funds either amounts in reduction of any indebtedness secured hereby. Notwithstanding the foregoing provisions of this Section 17, Mortgagee shall not be entitled to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender require deposits under this Agreement Section 17 so long as no Event of Default has occurred and the other Loan Documentsis continuing under this Mortgage.

Deposits. Borrower shall perform deposit with Lender, monthly, on the repairs due date of each monthly installment under the Note, 1/12th of the annual charges (as estimated by Lender) for Impositions, and, if required by Lender, 1/12th of the annual charges for rent (if Borrower is lessee of an interest in the Mortgaged Property) and insurance premiums with respect to the Mortgaged Property. If deposits for insurance premiums are required by Lender at any time when insurance is furnished pursuant to "blanket" policies, the monthly deposits shall be equal to one twelfth (1/12th) of the product obtained by multiplying the annual premium for such blanket policy by a fraction, the numerator of which is the total square footage of the Improvements on the Mortgaged Property and the denominator is the total square footage of all improvements covered by such blanket policy. If required by Lender, Borrower shall also deposit with Lender, simultaneously with such monthly deposits and/or the execution of this Deed of Trust, a sum of money which together with such monthly deposits will be sufficient to make the payment of each such charge at least thirty (30) days prior to the date any Imposition becomes delinquent. Should such charges not be ascertainable at the Propertytime any deposit is required to be made, if anythe deposit shall be made on the basis of the charges for the prior year or payment period, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from reasonably estimated by Lender. When the Closing Date, charges are fixed for the then current year or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE IIIperiod, Borrower shall deposit any deficiency on demand. All funds deposited with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held without interest (unless the payment of interest thereon is required under applicable law), may be commingled with Lender's other funds, and shall be applied by Lender in an interest bearing accountpayment of the foregoing charges when and as payable provided that no Event of Default shall exist. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be Should an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender exist, the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, funds so deposited may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward be applied in payment of the Debt in charges for which such orderfunds shall have been deposited or to the payment of the Indebtedness or any other charges affecting the Mortgaged Property, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds discretion may determine, but no such application shall be in addition deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided. Borrower shall furnish Lender with bills and all other rights and remedies provided documents necessary for the payment of the foregoing charges at least ten (10) days prior to Lender under this Agreement and the other Loan Documentsdate on which each payment thereof shall first become due.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from On the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE Schedule III heretohereto (collectively, if any (less the amount allocated to the performance of “Required Repairs for which evidence of completion has been delivered to Lender), Repair Deposit”) to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, Lender shall be held by Lender in an interest bearing accountthe Required Repair Account and in accordance with Section 7.8 hereof. Amounts so deposited, if any, deposited shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and ’s “Required Repair Fund.” Subject to Force Majeure, Borrower shall perform the accountrepairs at the Property, if any, in which as more particularly set forth on Schedule III hereto (such amounts are held shall repairs hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"“Required Repairs”). Borrower shall complete the Required Repairs on or before the required deadline for each repair as set forth on Schedule III, subject to such extensions as required due to Force Majeure. It shall be an Event of Default under this Agreement if (a) subject to Force Majeure, Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule III, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof in all material respects. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. Notwithstanding the foregoing, in lieu of depositing the Required Repair Deposit in the Required Repair Fund, Borrower shall have the option of delivering to Lender a Letter of Credit in an amount equal to the Required Repair Deposit.

Deposits. Borrower shall perform the repairs at the Property, if any, Property as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III Schedule II hereto, if any which period may be extended upon request of Borrower, provided Borrower is diligently pursuing such completion, such additional period not to exceed five (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"5) days. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender complete the Required Repair Fund Repairs by the required deadline for each repair as set forth on Schedule II (as may be extended as set forth above), provided, however, that if a deadline is not met solely as a result of Force Majeure, such deadline shall be further extended for so long as such Force Majeure continues, but in no event longer than sixty (60) days from the original required deadline, or (iib) complete the Required Repairs at the Property within nine (9) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment reduction of the Debt Outstanding Principal Balance in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the Required Repairs Amount for payment of the cost of the Required Repairs. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.9 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Funds” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower Grantor shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six nine (69) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower Grantor has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six nine (69) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower Grantor shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as BorrowerGrantor's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as BorrowerGrantor's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower Grantor does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine twelve (912) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs repairs, capital improvements and replacements at the Property, if anyProperties, as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRSRequired Repairs") within six (6) months from ). Subject to force majeure delays, Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule III. It shall be an Event of Default under this Agreement if (i) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at each Individual Property by the Property within nine required deadline for each repair as set forth on Schedule III, which deadline shall be extended or a result of any force majeure delays and (9ii) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the reserve amount with respect to each Required Repair at each Individual Property as set forth on the schedule of such reserve amounts forming a part of Schedule III hereto to be applied to costs incurred in performing each such Required Repair as set forth in this Section 7. 1. Amounts so deposited with Lender shall be held by Lender and invested in accordance with Section 7.8

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule II, or (9b) months from Borrower does not satisfy each condition contained in Section 7.1.2 hereof, or (c) Borrower misdirects, misuses, misappropriates, or otherwise mishandles and Reserve Funds allocated for the Closing DateProperty or any contractor in any way. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt or expenses related to Event of Default in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender an amount equal to $1,995,691.38 to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.9 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform perform, or cause to be performed, the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III heretoSchedule II, if any (less the amount allocated to the performance each as extended as a result of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing DateForce Majeure. Upon the occurrence and during the continuance of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's Xxxxxx’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents; provided, however, any unapplied portions of the Required Repair Funds after the cessation of such Event of Default shall promptly be returned by Lender to Borrower or into the Required Repair Account, as the case may be. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such Schedule II hereto to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.6 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.” Anything contained herein to the contrary notwithstanding, with respect to any Required Repairs that a Tenant is obligated to perform pursuant to its Lease, Borrower’s obligation under this Section 7.1 shall be limited to using commercially reasonable efforts to cause such Tenant to perform the applicable Required Repair, and the failure to make the Required Repairs shall not, on its own, result in an Event of Default. 100 0123905.0782082 4863-1270-3898v11

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III IV hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from ). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"IV. It shall be an Event of Default under this Agreement if (i) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on SCHEDULE IV, and (9ii) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the sum of $___, which sum represents 125% of the estimated cost to complete the Required Repairs. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT".

Deposits. Borrower shall perform (or cause to be performed) the repairs at the Property, if any, Properties as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date“Required Repairs”), or such earlier time as specified on SCHEDULE III. If Borrower has not delivered and shall provide to Lender photographic evidence reasonably satisfactory to Lender and an Officer’s Certificate certifying that it has completed all the Required Repairs have been completed on or before the date required deadline for each repair as set forth on Schedule III. Notwithstanding the foregoing, with respect to the Kohl’s Property only, to the extent that is six (6) months from Kohl’s remains responsible under the Closing DateKohl’s Lease for such Required Repairs, or Borrower shall be required to use commercially reasonable efforts to cause Kohl’s to complete such earlier time as specified on SCHEDULE IIIRequired Repairs. In connection with the Required Repairs at the Whispering Ridge Property and Lake City Commons Property, Borrower shall deposit with Lender on the date hereof $28,063, which is the total amount for the Whispering Ridge Property and Lake City Commons Property set forth on such SCHEDULE Schedule III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Propertybe held by Lender in accordance with Section 7.6 hereof. Amounts so deposited with Lender, if any, Lender shall be held by Lender and disbursed in an interest bearing accountaccordance with Section 7.1.2 hereof. Amounts so deposited, if any, deposited shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" ’s “Required Repair Fund” and the account, if any, account in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “Required Repair Account”. It shall be an Event If Borrower has not delivered to Lender photographic evidence and the required Officer’s Certificate that it has completed or caused the completion of Default under this Agreement if Borrower does not either (i) does not deposit with Lender all Required Repairs on or before the date that is specified on Schedule III, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Fund as set forth above, or (ii) complete Account and apply such funds to completion of the Required Repairs at one or more of the Property within nine (9) months from the Closing DateProperties. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform 4.1 Tenant has deposited with Landlord effective as of execution of this Lease the repairs at the Propertysum of $10,000 as security for Tenant's full performance of all applicable provisions of this Lease, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE IIIreceipt of which is hereby acknowledged. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier at any time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, Tenant shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, default in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt rent or any other sum due Landlord hereunder or is otherwise in such orderdefault hereunder, proportion and priority as Lender Landlord may determine in its sole discretiondiscretion apply all or any part of the security deposit toward such payment or toward the curing of such default. Lender's right Landlord may likewise apply all or any part of the security deposit to withdraw repair damages to the Leased Premises occurring during the tenancy created by this Lease. In such event, Tenant shall on demand pay to Landlord a like sum as additional security. Landlord may also retain all or any part of the security deposit as needed to repair damages to the Leased Premises upon termination of the tenancy created by this Lease. If Tenant is not in default at the termination of this Lease and apply Required Repair Funds there are no damages to the Leased Premises, Landlord shall return the security deposit to Tenant. 4.2 A good faith deposit in the amount of $10,643.62 (equal to Base Rent and estimated Operating Expenses for the first and 60th months of the Term) has been paid by Tenant to Landlord effective as of the execution of this Lease, receipt of which is hereby acknowledged. Such amount represents consideration for entering into this Lease. If Tenant takes possession of the Leased Premises pursuant to this Lease, such amount shall be credited as payment of Base Rent and Operating Expenses when and as such respective rental payments for the first and 60th months of the Term come due. If this Lease is accepted by Landlord and Tenant then fails to occupy the Premises within 60 days after the Commencement Date, such good faith deposit shall be forfeited. 4.3 Tenant hereby acknowledges that Landlord shall be entitled to immediately endorse and cash Tenant's security and good faith deposit check(s) accompanying this Lease. It is further agreed and understood that such action shall not guarantee acceptance of this Lease by Landlord but, in addition the event Landlord does not accept this Lease within 30 days of its receipt, the amount received by Landlord on cashing such check(s) shall be promptly refunded in full to Tenant. Landlord may commingle all security and good faith deposits with other rights funds. In the event Landlord transfers its interest in the Leased Premises, Landlord may assign to the transferee thereof the amount of such security and remedies provided to Lender under this Agreement and good faith deposits in which event Landlord shall thereafter have no further liability for the other Loan Documentsreturn of such amounts.

Deposits. Borrower shall perform the repairs at the PropertyIf provided for on Schedule I, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), CapEx/Tenant Improvement Funds to perform the Required Repairs capex work and tenant improvements, and pay leasing commissions for the Property. Amounts so deposited with Lender, if any, Lender shall be held by Lender in an interest bearing accountaccordance with Section 7.9 hereof. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, The account in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “CapEx/Tenant Improvement Account.” Borrower shall perform any tenant improvements in accordance with any Lease approved by Lender. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit complete the tenant improvements at the Property in accordance with Lender the Required Repair Fund as set forth aboveLease, or (iib) complete the Required Repairs at Borrower does not satisfy each condition contained in Section 7.6.2 hereof, or (c) Borrower misdirects, misuses, misappropriates, or otherwise mishandles any Reserve Funds allocated for the Property within nine (9) months from the Closing Dateor any contractor in any way. Upon the occurrence and during the continuance of such an Event of Default, Lender, at its option, may withdraw all Required Repair CapEx/Tenant Improvement Funds from the Required Repair CapEx/Tenant Improvement Account and Lender may apply such funds either to completion of the Required Repairs capex or tenant improvements at the Property Property, the payment of leasing commissions payable under the Leases, or toward payment of the Debt or expenses related to Event of Default in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair CapEx/Tenant Improvement Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Each Borrower shall perform the repairs at the its Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, each Borrower shall deposit with Lender the amount for the its Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the PropertyProperties, if any, -------- as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRSRequired Repairs") within six (6) months from ). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on Schedule III, subject to such SCHEDULE III hereto, if any (less the amount allocated extensions as required due to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Force Majeure. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at each Individual Property by the Property within nine required deadline for each repair as set forth on Schedule III, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof in all material respects. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.. If Borrower does not complete the Required Repairs on or before the required deadline for each repair, Borrower shall deposit with Lender, immediately upon request by Lender, an amount for each Individual Property equal to 125% of the cost of any remaining or incomplete Required Repair for each such Individual Property (collectively, the "Required Deposit"). Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.7

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto within six (6) months from the date of funding (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from ). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified set forth on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if (i) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on SCHEDULE III, and (9ii) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon Upon, the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any, to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT."

Deposits. Borrower shall perform the repairs at the Property, if anyProperties, as more particularly set forth on SCHEDULE III Schedule IV hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS"“Required Repairs”) within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE Schedule III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE Schedule III, Borrower shall deposit with Lender the amount for the Property Properties set forth on such SCHEDULE Schedule III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the PropertyProperties. Notwithstanding the immediately preceding sentence, if (x) the Required Repairs include life safety items or (y) the aggregate amount of the Required Repairs exceeds $7,000,000, Borrower shall deposit with Lender the amount for the Properties set forth on such Schedule III hereto. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" ’s “Required Repair Fund” and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “Required Repair Account”. It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property Properties within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower and Baltimore Owner shall perform the repairs at the Property, if anyProperties, as more particularly set forth on SCHEDULE III Schedule 7.1.1 hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Subject to Unavoidable Delays, Borrower and Baltimore Owner shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before within the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property frames set forth on such SCHEDULE III Schedule 7.1.1 hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if subject to Unavoidable Delays, Borrower does and Baltimore Owner do not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at each Individual Property by the Property within nine (9) months from the Closing Daterequired dates. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower and Baltimore Owner shall deposit with Lender the amount for each Individual Property set forth on such Schedule 7.1.1 hereto to perform the Required Repairs for such Individual Property multiplied by one hundred twenty-five percent (125%) (or a Letter of Credit in lieu thereof). Amounts so deposited with Lender (or the proceeds of any Letter of Credit delivered in lieu thereof) shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited (and the proceeds of any Letter of Credit delivered pursuant to this Section 7.1.1) shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six nine (69) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six nine (69) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing DateDate (or such longer time as Borrower and Lender may mutually agree to), or such earlier time as specified on SCHEDULE III, provided that the estimated cost to complete the Required Repairs is less than One Hundred Thousand and 00/100 Dollars ($100,000.00) in the aggregate. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE IIIIII or if the estimated cost to complete the Required Repairs is equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00), Borrower shall deposit with Lender one hundred twenty five percent (125%) of the amount for the Property set forth on estimated cost to complete such SCHEDULE III heretorepairs as determined by Lender's structural consultant, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform or cause to be performed the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRSRequired Repairs") within six (6) months from ). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from by the Closing Daterequired deadline for each repair as set forth on Schedule II, provided, that if such repair cannot reasonably be completed by the required deadline for such repair and Borrower has commenced such repair before the required deadline and thereafter diligently and expeditiously proceeds to complete the same, the required deadline shall be extended for such time as is reasonably necessary for Borrower to complete such repair in the exercise of due diligence. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such Schedule II hereto to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if anyProperties, as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III“Required Repairs”). If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at each Individual Property by the Property within nine (9) months from the Closing Daterequired deadline for each repair as set forth on Schedule III. Upon the occurrence and during the continuance of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment reduction of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for each Individual Property set forth on such Schedule III hereto to perform the Required Repairs for such Individual Property multiplied by one hundred twenty-five percent (125%). Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III heretoSchedule II, if any (less the amount allocated to the performance each as extended as a result of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Dateforce majeure. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such Schedule II hereto to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.6 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform (or cause to be performed) the repairs at the Property, if any, Properties as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS"“Required Repairs”), and shall provide to Lender photographic evidence and an Officer’s Certificate certifying that the Required Repairs have been completed on or before the required deadline for each repair as set forth on Schedule III. Borrower shall have to deposit the amounts for the Required Repairs for the Colonial Square Property and the Village Walk Property set forth on Schedule III (collectively, the “Non-Life and Safety Repairs”) only if Borrower shall not have completed the Non-Life and Safety Repairs within six twelve (612) months after the Closing Date. If Borrower has not delivered to Lender, on or before the date that is twelve (12) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender photographic evidence reasonably satisfactory to Lender and an Officer’s Certificate certifying that it has completed all Required the Non-Life and Safety Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE IIIhave been completed, Borrower shall immediately deposit with Lender the amount for the Property Non-Life and Safety Repairs set forth on such SCHEDULE Schedule III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, Lender under this Section 7.1.1 shall be held by Lender in an interest bearing accountaccordance with Section 7.6 hereof and disbursed in accordance with Section 7.1.2 hereof. Amounts so deposited, if any, deposited shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" ’s “Required Repair Fund” and the account, if any, account in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “Required Repair Account”. It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Fund as set forth above, or (ii) complete Account and apply such funds to completion of the Required Repairs at one or more of the Property within nine (9) months from the Closing DateProperties. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall use reasonable and diligent efforts to perform or cause to be performed the repairs at the Property, if anyProperties, as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all “Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to LenderRepairs”), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine determines in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Initial Closing Date, Borrower deposited with Lender the amount for each Individual Property set forth on such Schedule III hereto, for deposit by Lender into the Required Repair Account (hereinafter defined). Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”. Upon completion of all of the Required Repairs to Lender’s reasonable satisfaction, the balance, if any, of the Required Repair Funds shall be promptly remitted to Borrower, provided there is then no uncured Event of Default.

Deposits. Borrower shall perform (a) From and after the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Municipal Loss Threshold Incurrence Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed the Assignor will cause all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated Pledged Municipal Recoveries to the performance of Required Repairs for which evidence of completion has been delivered extent constituting cash proceeds received by it from and after the Municipal Loss Threshold Incurrence Date to Lender), be promptly (and in any event within one Business Day) following receipt thereof by the Assignor to perform be deposited into the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall Municipal Collateral Account and prior to such deposit any such cash proceeds will be held by Lender the Assignor in an interest bearing account. Amounts so depositedtrust and for the ratable benefit of the Secured Parties. (b) From and after the Structured Loss Threshold Incurrence Date, if anythe Assignor will cause all Pledged Structured Recoveries to the extent constituting cash proceeds received by it from and after the Structured Loss Threshold Incurrence Date to be promptly (and in any event within one Business Day) following receipt thereof by the Assignor to be deposited into the Structured Collateral Account and prior to such deposit any such cash proceeds will be held by the Assignor in trust and for the ratable benefit of the Secured Parties. (c) From and after the Municipal Loss Threshold Incurrence Date, shall hereinafter the Assignor will cause all Pledged Municipal Premiums to the extent constituting cash proceeds received by it from and after the Municipal Loss Threshold Incurrence Date to be referred promptly (and in any event within one Business Day) following receipt thereof by the Assignor to be deposited into the Municipal Collateral Account and prior to such deposit any such cash proceeds will be held by the Assignor in trust and for the ratable benefit of the Secured Parties. (d) From and after the Structured Loss Threshold Incurrence Date, the Assignor will cause all Pledged Structured Premiums to the extent constituting cash proceeds received by it from and after the Structured Loss Threshold Incurrence Date to be promptly (and in any event within one Business Day) following receipt thereof by the Assignor to be deposited into the Structured Collateral Account and prior to such deposit any such cash proceeds will be held by the Assignor in trust and for the ratable benefit of the Secured Parties. (e) The Assignor hereby irrevocably instructs the Collateral Agent to deposit any and all Pledged Municipal Reserves Account Funds and all Pledged Structured Reserves Account Funds directly into the Pledged Municipal Reserves Account or Pledged Structured Reserves Account, as Borrower's "REQUIRED REPAIR FUND" and applicable, on the account, if any, date a Loan in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence respect of such an Event of DefaultPledged Municipal Reserves Account Funds or Pledged Structured Reserves Account, Lenderas applicable, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documentsis made.

Deposits. Borrower shall perform the repairs at the PropertySubject to Section 7.4.3 hereof, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender (a) $604,594.60 (the “Minimum PIP Reserve Deposit”), plus (b) the amount for the each Individual Property set forth on such SCHEDULE III heretoSchedule XIV hereto (cumulatively, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), “Initial PIP Reserve Deposit”) to perform the Required Repairs PIP Requirements for the such Individual Property. Amounts In addition, at any time Lender reasonably determines that the required balance in the PIP Reserve Fund (defined below) is insufficient to satisfy PIP requirements during the next twelve month period, Lender may require Borrower to make additional deposits to the PIP Reserve Fund in an amount equal to the deficiency (the “Additional PIP Reserve Deposits”; together with the Initial PIP Reserve Deposit, the “PIP Reserve Deposit”). The Minimum PIP Reserve Deposit, the PIP Reserve Deposit and all other amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" ’s “PIP Reserve Fund” and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “PIP Reserve Account”. It Borrower shall complete or cause to be completed the PIP Requirements on or before the deadline for each PIP Requirement as set forth on Schedule XIV, as same may be extended by the applicable Franchisor; provided, however, the time for Borrower to complete any of the PIP Requirements shall be extended until such time as Franchisor delivers a default notice to Borrower under the related Franchise Agreement regarding Borrower’s failure to so complete such PIP Requirements and any cure period relating to such notice of default shall have expired. In addition to the foregoing required deposits, if Borrower has not provided to Lender on or before December 31, 2007 evidence that it has completed and paid for PIP Requirements costing at least $1,269,105.40, then within one (1) Business Day, Borrower shall make an Additional PIP Reserve Deposit equal to the difference between (A) $1,269,105.40 and (B) the cost of PIP Requirements for which Borrower has delivered to Lender evidence of completion and payment. Failure to make such Additional PIP Reserve Deposit shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform or cause to be performed the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS"“Required Repairs”) within six (6) months from the Closing Date, or such earlier time as is specified on SCHEDULE IIISchedule II. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed or caused the completion of all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE IIISchedule II, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III Schedule II hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" ’s “Required Repair Fund” and the account, if any, in which such amounts are held hereinafter shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “Required Repair Account”. It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine twelve (912) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower Borrowers shall perform perform, or cause to be performed, the maintenance, repairs and environmental remediation at the Property, if any, Properties as more particularly set forth on SCHEDULE III Schedule XII hereto (such maintenance, repairs and environmental remediation hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III“Required Repairs”). If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Borrowers shall complete the Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated Schedule XII subject to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Excusable Delay. It shall be an Event of Default under this Agreement if if, after notice from Lender and a thirty (30) day cure period has elapsed or such longer period as is reasonably necessary to effectuate such cure provided that Borrowers are diligently proceeding to cure, (a) any Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at its Property by the Property within nine required deadline for each repair as set forth on Schedule XII subject to Excusable Delay, or (9b) months from the Closing Dateapplicable Borrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence and during the continuance of such an Event of Default, Lender, at its option, may withdraw all amounts in the Required Repair Funds Fund from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply the Required Repair Funds Fund shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrowers shall deposit with Lender the amount for each Property set forth on such Schedule XII hereto to perform the Required Repairs for such Property multiplied by one hundred fifteen percent (115%), the aggregate amount of which for all of the Properties is Seventy-Eight Thousand and 00/100 ($78,000.00), which amounts so deposited with Lender shall be held by Lender in accordance with Section 7.8 hereof. Such amounts so deposited shall hereinafter be referred to as Borrowers’ “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrowers’ “Required Repair Account”.

Deposits. Borrower shall perform the repairs at the Property, if any, Property as more particularly set forth on SCHEDULE III Schedule II hereto and in the Property Condition Assessment prepared by Jones, Hill, XxXxxxxxx & Xxxxx and dated June 16, 2005 (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III Schedule II hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at by the Property within nine required deadline for each repair as set forth on Schedule II, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment reduction of the Debt Outstanding Principal Balance in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender $348,950.00 to perform Required Repairs. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Funds” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform the repairs at the Property, if any, Property as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at by the Property within nine (9) months from the Closing Daterequired deadline for each repair as set forth on Schedule II, subject to events of force majeure. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender in cash or pursuant to a Letter of Credit the amount set forth on such Schedule II hereto to perform the Required Repairs multiplied by one hundred twenty-five percent (125%). Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.7 hereof. Amounts so deposited shall hereinafter be referred to as the “Required Repair Funds” and the account in which such amounts are held shall hereinafter be referred to as the “Required Repair Account”.

Deposits. Borrower shall perform all of the repairs (on an Individual Property by Individual Property basis) at the Property, if anyapplicable Individual Properties, as more particularly set forth on SCHEDULE III Schedule 7.1.1 hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS"“Required Repairs”) within six (6i) months from in compliance with all applicable Legal Requirements, (ii) in a Lien-free, good and workmanlike manner and (iii) prior to the one (1) year anniversary of the Closing DateDate (the “Required Repair Deadline”). It shall constitute an Event of Default if Borrower does not complete each Required Repair by the Required Repair Deadline, or provided that, if Borrower shall have been unable to complete a Required Repair by the Required Repair Deadline, after using commercially reasonable efforts to do so, the Required Repair Deadline shall be automatically extended solely as to such earlier Required Repair to permit Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same (provided that such additional period shall not exceed ninety (90) days in respect of any Required Repair). From time to time, as specified on SCHEDULE III. If Borrower has not delivered may be required pursuant to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE IIIthis Agreement, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated funds to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing accountaccordance with Section 7.8 hereof and disbursed to Borrower in accordance with Section 7.1.2 hereof for future Required Repairs not scheduled on Schedule 7.1.1 (any such funds, the “Required Repair Reserve Funds”). Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, The account in which such amounts the Required Repair Reserve Funds are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the “Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing DateReserve Account”. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Reserve Funds from the Required Repair Reserve Account and Lender may apply such funds either to (i) the costs of completion of the Required Repairs at or (ii) the Property or toward payment of the Debt Debt, in such order, proportion and priority as Lender may determine in its sole discretion. Notwithstanding the foregoing, if an Event of Default shall occur as a result of a failure by Borrower to timely complete a Required Repair in accordance with the foregoing and (A) Lender shall apply the Required Repair Reserve Funds to the costs of completion of the Required Repairs in accordance with the foregoing, (B) Borrower shall have paid to Lender all costs and expenses incurred by Lender in connection with the completion such Required Repairs and (C) the Required Repair Reserve Funds are sufficient to complete the Required Repairs, the applicable Event of Default shall be deemed to have been cured by Borrower. Lender's ’s right to withdraw and apply Required Repair Reserve Funds in accordance with the foregoing shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform deposit with Lender, monthly, on the repairs due date of each monthly installment under the Note, l/12th of the annual charges (as estimated by Lender) for Impositions, and, if required by Lender, l/12th of the annual charges for rent (if Borrower is lessee of an interest in the Mortgaged Property) and insurance premiums with respect to the Mortgaged Property. If required by Lender, Borrower shall also deposit with Lender, simultaneously with such monthly deposits and/or the execution of this Deed of Trust, a sum of money which together with such monthly deposits will be sufficient to make the payment of each such charge at least 30 days prior to the date initially due. Should such charges not be ascertainable at the Propertytime any deposit is required to be made, if anythe deposit shall be made on the basis of the charges for the prior year or payment period, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from reasonably estimated by Lender. When the Closing Date, charges are fixed for the then current year or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE IIIperiod, Borrower shall deposit any deficiency on demand. All funds deposited with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an without interest bearing account. Amounts so deposited(unless the payment of interest thereon is required under applicable law), if anymay be commingled with Lender’s other funds, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be applied in payment of the foregoing charges when and as payable provided that no Event of Default shall have occurred which had not been cured to Lender’s satisfaction as evidenced by a prior written agreement from Lender acknowledging Lender’s acceptance of said cure. Should an Event of Default under this Agreement if Borrower does not either occur (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an unless said Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account Default had been cured and Lender had previously agreed, in writing as aforesaid, to accept said cure), the funds so deposited may apply such funds either to completion of the Required Repairs at the Property or toward be applied in payment of the Debt in charges for which such orderfunds shall have been deposited or to the payment of the Indebtedness or any other charges affecting the Mortgaged Property, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds discretion may determine, but no such application shall be in addition deemed to have been made by operation of law or otherwise until actually made by Lender as herein provided. Borrower shall furnish Lender with bills and all other rights and remedies provided documents necessary for the payment of the foregoing charges at least ten (10) days prior to Lender under this Agreement and the other Loan Documentsdate on which each payment thereof shall first become due.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III IV hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from ). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"IV. It shall be an Event of Default under this 66 Agreement if (i) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on SCHEDULE IV, and (9ii) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the sum of $56,250, which sum represents 125% of the estimated cost to complete the Required Repairs. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT".

Deposits. Borrower shall perform (or shall cause Anchor Tenant to perform) the repairs at the Property, if any, as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS"“Required Repairs”) within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE Schedule III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE Schedule III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE Schedule III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" ’s “Required Repair Fund” and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “Required Repair Account”. It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if anyProperties, as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Except as a result of a force majeure, Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule III. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) substantially complete the Required Repairs at each Individual Property by the Property within nine required deadline for each repair as set forth on Schedule III, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for each Individual Property set forth on such Schedule III hereto to perform the Required Repairs for such Individual Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.7 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower Borrowers shall perform perform, or cause to be performed, the maintenance, repairs and environmental remediation at the Property, if any, Properties as more particularly set forth on SCHEDULE III Schedule XII hereto (such maintenance, repairs and environmental remediation hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III“Required Repairs”). If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Borrowers shall complete the Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated Schedule XII subject to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Excusable Delay. It shall be an Event of Default under this Agreement if if, after notice from Lender and a thirty (30) day cure period has elapsed or such longer period as is reasonably necessary to effectuate such cure provided that Borrowers are diligently proceeding to cure, (a) any Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at its Property by the Property within nine required deadline for each repair as set forth on Schedule XII subject to Excusable Delay, or (9b) months from the Closing Dateapplicable Borrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence and during the continuance of such an Event of Default, Lender, at its option, may withdraw all amounts in the Required Repair Funds Fund from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt Debt, pro rata between the Components in accordance with the Component Percentages (as calculated as of the date of such prepayment), and applied to each Component in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply the Required Repair Funds Fund shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrowers deposited with Lender the amount for each Property set forth on such Schedule XII hereto to perform the Required Repairs for such Property multiplied by one hundred fifteen percent (115%), the aggregate amount of which for all of the Properties is Seventy-Eight Thousand and 00/100 ($78,000.00), which amounts so deposited with Lender shall be held by Lender in accordance with Section 7.8 hereof. Such amounts so deposited shall hereinafter be referred to as Borrowers’ “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrowers’ “Required Repair Account”.

Deposits. Borrower shall perform the repairs at the Property, if any, Property as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III Schedule II hereto, if any (less as the amount allocated same may be extended due to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Unavoidable Delays. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at by the Property within nine required deadline for each repair as set forth on Schedule II (9as the same may be extended by Unavoidable Delays), or (b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretionRepairs. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount set forth on such Schedule II hereto to perform the Required Repairs multiplied by one hundred twenty-five percent (125%). Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Funds” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. 63 Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or date of funding (such earlier time repairs hereinafter referred to as specified on SCHEDULE III“Required Repairs”). If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all shall complete the Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule III. It shall be an Event of Default under this Agreement if (i) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule III, and (9ii) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for the Property set forth on such Schedule III hereto, if any, to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform the repairs at the Property, if any, Property as more particularly set forth on SCHEDULE III Schedule V hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRSRequired Repairs") within six (6) months from ). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". Schedule V. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at by the Property required deadline for each repair as set forth on Schedule V (subject to an opportunuity to cure within nine thirty days of notice from Lender of such nonperformance, except as otherwise set forth on Exhibit V), or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount set forth on such Schedule V hereto to perform the Required Repairs multiplied by one hundred twenty-five percent (125%). Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s "Required Repair Fund" and the account in which such amounts are held shall hereinafter be referred to as Borrower’s "Required Repair Account".

Deposits. Borrower shall perform the repairs at the Property, if anyProperties, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at each Individual Property by the Property within nine required deadline for each repair as set forth on Schedule II, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at one or more of the Property Properties or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount for each Individual Property set forth on such Schedule II hereto to perform the Required Repairs for such Individual Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower Grantor shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six nine (69) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower Grantor has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six nine (69) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower Grantor shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as BorrowerGrantor's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as BorrowerGrantor's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower Grantor does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine twelve (912) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its Us sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III IV hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from ). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"IV. It shall be an Event of Default under this Agreement if (i) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on SCHEDULE IV, and (9ii) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the sum of $18,750, which sum represents 125% of the estimated cost to complete the Required Repairs. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT".

Deposits. If set forth on Schedule IV hereof, Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto thereon (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule IV. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule IV, or (9b) months from Borrower does not satisfy each condition contained in Section 7.1.2 hereof, or (c) Borrower misdirects, misuses, misappropriates, or otherwise mishandles any Reserve Funds allocated for the Closing DateProperty or any contractor in any way. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt or expenses related to Event of Default in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender an amount equal to the Required Repair Funds to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.9 hereof. The account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform the repairs at the Property, if any, Properties as more particularly set forth on SCHEDULE III hereto Schedule XVIII hereof (such repairs hereinafter hereainafter referred to as "REQUIRED REPAIRS"the “Required Repairs”) within six (6) months from and shall use commercially reasonable efforts to complete each of the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the deadline set forth on Schedule XVIII hereof; provided, however, if such repairs do not involve issues relating to relating to the protection of human health and safety, then the outside date for such Required Repairs shall be one (1) year of the date hereof (collectively, the “Required Repairs Deadline”). If Borrower shall have been unable to complete a Required Repair by the Required Repairs Deadline, after using commercially reasonable good faith efforts to do so and provided that the failure to complete such Required Repair does not endanger any tenant, patron or other occupant of the applicable Individual Property or the general public, does not materially and adversely affect the value of the Property and is six not required to remedy any failed inspections by any Franchisor of the Properties, the Required Repair Deadline shall be automatically extended solely as to such Required Repair to permit Borrower to complete such Required Repair so long as Borrower is at all times thereafter diligently and expeditiously proceeding to complete the same (6provided that such additional period shall not exceed ninety (90) months from the Closing Date, or such earlier time as specified on SCHEDULE III, days in respect of any Required Repair). Borrower shall deposit with Lender on the Closing Date an amount for equal to $736,639.40 (the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of “Required Repairs for which evidence of completion has been delivered to Lender), Reserve Funds”) to perform the Required Repairs for the PropertyRepairs. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, The account in which such amounts the Required Repairs Reserve Funds are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “Required Repairs Reserve Account”. It shall be an Event of Default under this Agreement if Borrower does not either (i) does not Any Required Repairs Reserve Funds remaining on deposit with Lender the Required Repair Fund as set forth above, or (ii) complete in the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence Reserve Account upon completion of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be deposited into the Replacement Reserve Fund and applied pursuant to Section 7.3 hereof. In the event an Individual Property is released from the Lien of its related Security Instrument in addition accordance with Section 2.5 hereof, then effective on the Payment Date immediately following such Release, any amounts on deposit in the Required Repairs Reserve Account relating to all Required Repairs with respect to such Individual Property shall be applied to other rights and remedies provided Required Repairs. In the event Borrower requests any modification to Lender under this Agreement and the other Loan DocumentsSchedule XVIII, such modification shall be subject to Lender’s approval not to be unreasonably withheld.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right 62 to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform Lessee has deposited with Lessor a security deposit in the repairs at the Property, if anysum of five thousand two hundred fifty-eight dollars and no/100 DOLLARS ($5,258.00) receipt of which is hereby acknowledged, as more particularly set forth security for the full performance by Lessee of all of the provisions of this Lease. Should Lessee comply with all of the terms, covenants, and conditions of this Lease by said Lessee to be performed, and promptly pay all rent provided for herein and all other sums payable by Lessee to Lessor hereunder, then the said security deposit shall be returned in full to Lessee upon expiration of this Lease, after surrender to Lessor of the Lease Premises and after prompt inspection by Lessor whereby Lessor has determined that the Leased Premises are in as good condition as on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from of the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender commencement of the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as Lease Term set forth above, excepting only ordinary wear and tear. Lessee's interest in said security deposit is not assignable by Lessee. Lessor may at its option apply said security deposit, or (ii) complete so much thereof as may reasonably be necessary, to remedy defaults by Lessee in payment of rent, to repair damages to the Required Repairs at Leased Premises or the Property within nine (9) months Building caused by Lessee, to claim the Leased Premises upon termination of the Lease, or to compensate Lessor for any loss or damage sustained or suffered by Lessor due to any breach of this Lease by Lessee. In the event that said sum or any portion thereof is so applied by Lessor, Lessee shall, upon written demand of Lessor, immediately remit to Lessor an amount sufficient to restore said deposit to the original sum. The exercise of the options given Lessor under this section shall in no way affect any other remedy available to Lessor. Following the termination of this Lease, any remaining portion of said security deposit shall be returned to Lessee. Lessor shall not be required to keep this security deposit separate from its general funds. Lessor's obligation with respect to the Closing Datesecurity deposit is that of a debtor, not a trustee, and the security deposit may be commingled or dissipated or both, and in any event no interest shall accrue thereon. Upon Should the occurrence interest of Lessor in the Leased Premises be sold, Lessor may deliver funds deposited by Lessee to the purchaser of such an Event of Defaultinterest, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds thereupon Lessor shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documentsdischarged from any further liability concerning such deposits.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III Schedule II hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from “Required Repairs”). Borrower shall complete the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"Schedule II. It shall be an Event of Default under this Agreement if (a) Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine by the required deadline for each repair as set forth on Schedule II, or (9b) months from the Closing DateBorrower does not satisfy each condition contained in Section 7.1.2 hereof. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender $41,912.50 to perform the Required Repairs for the Property. Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.5 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account”.

Deposits. Borrower shall perform perform, or shall cause Mortgage Borrower to perform, the repairs at the Property, if any, Property as more particularly set forth on SCHEDULE III Schedule II attached hereto (such repairs hereinafter collectively referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date“Required Repairs”). Borrower shall complete, or such earlier time as specified on SCHEDULE III. If shall cause Mortgage Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all complete, the Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time required deadline for each repair as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III Schedule II hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence and during the continuance of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment reduction of the Debt Outstanding Principal Balance in such order, proportion and priority as Lender may determine in its sole discretiondiscretion until the Debt is paid in full, with any amounts remaining being disbursed to Borrower. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents. On the Closing Date, Borrower shall deposit with Lender the amount set forth on such Schedule II hereto to perform the Required Repairs multiplied by one hundred ten percent (110%). Amounts so deposited with Lender shall be held by Lender in accordance with Section 7.8 hereof. Amounts so deposited shall hereinafter be referred to as Borrower’s “Required Repair Funds” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Required Repair Account.”

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from On the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the aggregate amount for the Property Properties set forth on such SCHEDULE III heretoSchedule III-A and Schedule III-B (together, if any (less the amount allocated to Schedule III) as security for the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs (hereinafter defined) for the PropertyProperties. Amounts so deposited with Lender, if any, Lender shall be held by Lender in an interest bearing accountaccordance with Section 7.6 hereof. Amounts so deposited, if any, deposited shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" ’s “Required Repair Fund” and the account, if any, account in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “Required Repair Account”. Lender acknowledges that Albertson’s, under the Albertson’s Lease, is responsible for the Required Repairs with respect to the Properties. Borrower shall use commercially reasonable efforts to cause Albertson’s to perform the repairs at the Properties, as more particularly set forth on Schedule III hereto (such repairs hereinafter referred to as “Required Repairs”) on or before the required deadline for each repair as set forth on Schedule III-A and Schedule III-B, respectively. It shall be an Event of Default under this Agreement if (i) Borrower does not either (i) does not deposit with Lender use commercially reasonable efforts to cause Albertson’s to perform the Required Repair Fund as set forth aboveRepairs listed on Schedule III-B by the required deadline for each repair, or (ii) if Borrower or Albertson’s does not complete the Required Repairs at listed on Schedule III-A by the Property within nine required deadline for each repair. Borrower and Lender acknowledge that with respect to Minor Required Repairs only, for purposes of the foregoing clause (9i), “commercially reasonable efforts” (x) shall include sending a written demand letter regarding the Required Repairs to Albertson’s, which demand letter shall be resent not less than once every six months from until the Closing Dateapplicable Required Repair has been completed, and (y) shall not require that Borrower declare a default under the applicable Albertson’s Lease if Albertson’s fails to complete any of the Required Repairs. Upon In addition to its other remedies hereunder or under the other Loan Documents, upon the occurrence of such an Event of DefaultDefault under this Section 7.1.1, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, Borrower shall deposit with Lender the amount for the Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. , Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the its Property, if any, as more particularly set forth on SCHEDULE III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS") within six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six (6) months from the Closing Date, or such earlier time as specified on SCHEDULE III, each Borrower shall deposit with Lender the amount for the its Property set forth on such SCHEDULE III hereto, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT". It shall be an Event of Default under this Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine (9) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Agreement and the other Loan Documents.

Deposits. Borrower shall perform the repairs at the Property, if any, as more particularly set forth on SCHEDULE Schedule III hereto (such repairs hereinafter referred to as "REQUIRED REPAIRS"“Required Repairs”) within six nine (69) months from the Closing DateDate (or such longer time as Borrower and Lender may mutually agree to), or such earlier time as specified on SCHEDULE Schedule III, provided that the estimated cost to complete the Required Repairs is less than One Hundred Thousand and 00/100 Dollars ($100,000.00) in the aggregate, unless otherwise agreed to by Lender. If Borrower has not delivered to Lender evidence reasonably satisfactory to Lender that it has completed all Required Repairs on or before the date that is six nine (69) months from the Closing Date, or such earlier time as specified on SCHEDULE IIISchedule III or if the estimated cost to complete the Required Repairs is equal to or greater than One Hundred Thousand and 00/100 Dollars ($100,000.00), unless otherwise agreed to by Lender, Borrower shall deposit with Lender one hundred twenty five percent (125%) of the amount for the Property set forth on estimated cost to complete such SCHEDULE III heretorepairs as determined by Lender’s structural consultant, if any (less the amount allocated to the performance of Required Repairs for which evidence of completion has been delivered to Lender), to perform the Required Repairs for the Property. Amounts so deposited with Lender, if any, shall be held by Lender in an interest bearing account. Amounts so deposited, if any, shall hereinafter be referred to as Borrower's "REQUIRED REPAIR FUND" ’s “Required Repair Fund” and the account, if any, in which such amounts are held shall hereinafter be referred to as Borrower's "REQUIRED REPAIR ACCOUNT"’s “Required Repair Account”. It shall be an Event of Default under this Loan Agreement if Borrower does not either (i) does not deposit with Lender the Required Repair Fund as set forth above, or (ii) complete the Required Repairs at the Property within nine twelve (912) months from the Closing Date. Upon the occurrence of such an Event of Default, Lender, at its option, may withdraw all Required Repair Funds from the Required Repair Account and Lender may apply such funds either to completion of the Required Repairs at the Property or toward payment of the Debt in such order, proportion and priority as Lender may determine in its sole discretion. Lender's ’s right to withdraw and apply Required Repair Funds shall be in addition to all other rights and remedies provided to Lender under this Loan Agreement and the other Loan Documents.