Common use of Embargoed Person Clause in Contracts

Embargoed Person. (a) None of the Borrower’s or any of its Subsidiaries’ funds or other assets constitute property of, or are beneficially owned, directly or indirectly, by any Person subject to trade restrictions under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangements.

Embargoed Person. As of the date hereof, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of any Borrower Party or any Affiliated Manager constitute property of, or are beneficially owned, directly or indirectly, by any Person or government that is the subject to trade restrictions of economic sanctions under U.S. law, including but not limited to, the USA PATRIOT Act of 2001, 107 Public Law 56 (October 26, 2001) (including the anti-terrorism provisions thereof) and in other statutes and all orders, rules and regulations of the United States government and its various executive departments, agencies and offices related to applicable anti-money laundering laws and regulations, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The the Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that transactions involving or the Investment investment in the any such Borrower Party or any of its Subsidiaries such Affiliated Manager (whether directly or indirectly), ) is prohibited by Requirements of Law applicable law or any the Loan made by the Lender is in violation of Requirements of Law applicable law (“Embargoed Person”), ; (b) none of the funds or other assets of any Borrower Party or any Affiliated Manager constitute property of, or are beneficially owned, directly or indirectly, by any Embargoed Person; (c) no Embargoed Person has any interest of any nature whatsoever in the any Borrower Party or any of its Subsidiaries Affiliated Manager, with the result that transactions involving or the Investment investment in the any such Borrower or any of its Subsidiaries Party (whether directly or indirectly), is prohibited by Requirements of Law applicable law or any the Loan is in violation of Requirements of Law, applicable law; and (cd) none of the Borrower’s funds of any Borrower Party or any of its Subsidiaries’ funds Affiliated Manager have been derived from from, or are the proceeds of, any unlawful activity with the result that transactions involving or the Investment investment in the any such Borrower Party or any of its Subsidiaries such Affiliated Manager (whether directly or indirectly), is prohibited by Requirements of Law applicable law or any Loans the Loan is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”applicable law. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary Any violation of the Borrower shall be required to make any investigation into (a) the ownership foregoing shall, at Lender’s option, constitute an Event of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsDefault hereunder.

Embargoed Person. (a) None of the Borrower’s or any of its Subsidiaries’ funds or other assets constitute property of, or are beneficially owned, directly or indirectly, by any Person subject to trade restrictions under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangements.

Embargoed Person. As of the date hereof and at all times throughout the term of the Loan, including after giving effect to any transfers of interests permitted pursuant to the Loan Documents, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower, Sponsor or Guarantor constitute property of, or are beneficially owned, directly or indirectly, by any Person subject to trade restrictions person, entity or country which is a sanctioned person, entity or country under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for including regulations administered by the avoidance Office of doubt shall include but shall not be limited to Foreign Assets Control (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive OrderOFAC”) of the U.S. Department of the Treasury and (iithe Specially Designated Nationals List maintained by OFAC) the USA PATRIOT Act), with the result that the Investment investment in the Borrower or any of its Subsidiaries Borrower, Sponsor and/or Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any the Loan made by the Lender is in violation of Requirements of Applicable Law (“Embargoed Person”), ; (b) unless expressly waived in writing by Lender, no Embargoed Person has any interest of any nature whatsoever in the Borrower Borrower, Sponsor or any of its Subsidiaries Guarantor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Borrower, Sponsor and/or Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any the Loan is in violation of Requirements of Applicable Law, ; and (c) to the best knowledge of Borrower, none of the funds of Borrower’s , Sponsor or any of its Subsidiaries’ funds Guarantor, as applicable, have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries Borrower, Sponsor and/or Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any Loans the Loan is in violation of Requirements of Law Applicable Law. Borrower covenants and (d) neither agrees that in the event Borrower receives any notice that Borrower, any of its Subsidiaries, Sponsor or Guarantor (or any of their respective Affiliates (ibeneficial owners, affiliates or participants) is a “blocked person” as described or any Person that has an interest in the Executive OrderProperty is designated as an Embargoed Person, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall immediately notify Lender in writing. At Lender’s option, it shall be required an Event of Default hereunder if Borrower, Guarantor, Sponsor or any other party to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsLoan is designated as an Embargoed Person.

Embargoed Person. At all times throughout the term of the Loan, including after giving effect to any Sale hereunder, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Indemnitor that are used to repay the Loan or of Borrower shall constitute property of, or are shall be beneficially ownedowned directly or, directly or to Borrower’s best knowledge, indirectly, by any Person person subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that are identified on (1) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (OFAC), U.S. lawDepartment of the Treasury, including and/or to Borrower’s best knowledge, as of the date thereof, based upon reasonable inquiry by Borrower, on any other similar list maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., and any Executive Order or regulation promulgated thereunder, with the result that the investment in Borrower or any Indemnitor, as applicable (the “Trading With the Enemy Act”whether directly or indirectly), any is prohibited by law, or the Loan made by Lender would be in violation of law, or (2) Executive Order 13224 (September 23, 2001) issued by the foreign assets control regulations President of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With with Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001Terrorism”)) (the “, any related enabling legislation or any other similar Executive Order”) Orders, and (iib) no Embargoed Person shall have any direct interest, and to Borrower’s best knowledge, as of the USA PATRIOT Act)date hereof, based upon reasonable inquiry by Borrower, indirect interest, of any nature whatsoever in Borrower or any Indemnitor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Indemnitor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements law. Notwithstanding the foregoing, Borrower makes no representation, warranty or covenant as to the individual shareholders of LawXxxx-Xxxx Realty Corporation, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly)a Maryland corporation, is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) company that would otherwise be covered by the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsforegoing representations, warranties and covenants.

Embargoed Person. As of the date hereof and at all times throughout the term of the Loan, including after giving effect to any transfers of interests permitted pursuant to the Loan Documents, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower or the Key Personnel constitute property of, or are beneficially owned, directly or indirectly, by any Person subject to trade restrictions person, entity or country which is a sanctioned person, entity or country under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et ct seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for including regulations administered by the avoidance Office of doubt shall include but shall not be limited to Foreign Assets Control (i"OFAC") Executive Order No. 13224, effective as of September 24, 2001 the U.S. Department of the Treasury and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)the Specially Designated Nationals List maintained by OFAC) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower or any of its Subsidiaries Borrowers, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any the Loan made by the Lender is in violation of Requirements of Applicable Law (“"Embargoed Person”"), ; (b) unless expressly waived in writing by Lender, no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries the Closely Related Companies, as applicable, with the result that the Investment investment in Borrowers or the Borrower or any of its Subsidiaries Closely Related Companies, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any the Loan is in violation of Requirements of Applicable Law, ; and (c) to the best knowledge of each Borrower, none of the Borrower’s funds of any Borrower or any of its Subsidiaries’ funds the Key Personnel, as applicable, have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries the Closely Related Companies, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any Loans the Loan is in violation of Requirements of Law Applicable Law. Borrower covenants and agrees that in the event any Borrower receives any written notice that Borrower or the Key Personnel (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (ibeneficial owners, affiliates or participants) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages any Person that has an ownership interest in any dealings Borrower or transactionsany of the Closely Related Companies is designated as an Embargoed Person, Borrower shall immediately notify Lender in writing. At Lender's option, it shall be, an Event of Default hereunder if Borrower, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect other party to any indirect ownership the Loan is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsdesignated as an Embargoed Person.

Embargoed Person. (a) None of the Borrower’s or any of its Subsidiaries’ funds or other assets constitute property of, or are beneficially owned, directly or indirectly, by any Person subject to targeted by economic or trade restrictions sanctions under U.S. US law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The the Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to includes, without limitation, (i) Executive Order No. 13224, effective as of September 24, 2001 2001, and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with if the result of such ownership would be that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan made by the any Lender is would be in violation of Requirements of Law law (“Embargoed Person”)); (b) neither any Loan Party nor any of its Subsidiaries is an “enemy” or an “ally of the enemy” within the meaning of Section 2 of the Trading with the Enemy Act, (bc) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with if the result of such interest would be that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is would be in violation of Requirements of Law, law; (cd) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity Borrower has not engaged in business with Embargoed Persons if the result of such business would be that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited Loan made by Requirements of Law or any Loans is Lender would be in violation of Requirements of Law law; and (de) neither the Borrower, Borrower nor any of its Subsidiaries, or any of their respective Affiliates Controlled Affiliate (i) is or will become a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages or will engage in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether or not a representation with respect to any indirect ownership is true or a covenant is being complied with under this Section 5.175.24, neither the Borrower nor any Subsidiary of the Borrower shall not be required to make any investigation into (ai) the ownership of publicly traded stock or other publicly traded securities or (bii) the beneficial ownership of assets by a any collective investment fund that holds assets for employee benefit plans or retirement arrangementsfund.

Embargoed Person. (a) None At all times throughout the term of this Agreement, including after giving effect to any transfers permitted pursuant to the Loan Documents, (i) none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower, whether or not used to repay the Loans, shall constitute property of, or are shall be beneficially owned, owned directly or indirectly, by any Person subject to sanctions or trade restrictions under United States Law (“Embargoed Person” or “Embargoed Persons”) that are identified on (A) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (“OFAC”), U.S. lawDepartment of the Treasury’s FINCEN list, including and/or to Borrower’s best knowledge, as of the date thereof, based upon reasonable inquiry by Borrower, on any other similar list maintained by OFAC or FINCEN pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)regulation promulgated thereunder, with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law Law, or any Loan the Loans made by the Lender is would be in violation of Requirements Law, or (B) Executive Order 13224 (September 23, 2001) issued by the President of Law the United States, any related enabling legislation or any other similar Executive Orders, and (“Embargoed Person”), (bii) no Embargoed Person has shall have any direct interest or, to Borrower’s best knowledge, indirect interest, of any nature whatsoever in the Borrower or any of its Subsidiaries Borrower, with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements Law. (b) At all times throughout the term of Lawthis Agreement, Borrower is not, nor is any Person controlling, controlled by or under common control with Borrower, nor any Person having a beneficial interest in, or for whom Borrower, is acting as agent or nominee in connection with the investment, (a) a country, territory, person or entity named on an OFAC or FINCEN list, or is a Person that resides in or has a place of business in a country or territory named on such lists; (b) a Person resident in, or organized or chartered under the Laws of a jurisdiction identified as non-cooperative by the Financial Action Task Force (“FATF”); or (c) none a Person whose funds originate from or will be routed through, an account maintained at a foreign shell bank or “offshore bank”. (c) Borrower is not, nor is any Person controlling, controlled by or under common control with Borrower, a “senior political figure” or an “immediate family” member or “close associate” (as all such terms are defined below) of a senior foreign political figure within the meaning of the Borrower’s or any USA PATRIOT ACT (i.e., the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of its Subsidiaries’ funds have been derived from any unlawful activity with 2001, H.R. 3162, Public Law 107-56, as may be amended). For the result that the Investment in the Borrower or any purposes of its Subsidiaries this subsection (whether directly or indirectlyc), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is “senior foreign political figure” means a “blocked person” as described senior official in the Executive Orderexecutive, legislative, administrative, military or judicial branches of a foreign government (whether elected or not), a senior official of a major foreign political party or a senior executive of a foreign government-owned corporation, and such term also includes any corporation, business or other entity that has been formed by, or for the Trading With the Enemy Act or the Foreign Assets Control Regulations or benefit of, a senior political figure, (ii) engages “immediate family” of a senior foreign political figure includes the figure’s parents, siblings, spouse, children and in-laws, and (iii) “close associate” of a senior foreign political figure means a person who is widely and publicly known to maintain an unusually close relationship with the senior foreign political figure, and includes a person who is in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect position to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary conduct substantial domestic and international financial transactions on behalf of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementssenior foreign political figure.

Embargoed Person. At all times throughout the term of the Loan, including after giving effect to any Sale hereunder, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Indemnitor that are used to repay the Loan or the Debt of Borrower shall constitute property of, or are shall be beneficially ownedowned directly or, directly or to Borrower’s best knowledge, indirectly, by any Person person subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that are identified on (1) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (OFAC), U.S. lawDepartment of the Treasury, including and/or to Borrower’s best knowledge, as of the date thereof, based upon reasonable inquiry by Borrower, on any other similar list maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., and any Executive Order or regulation promulgated thereunder, with the result that the investment in Borrower or any Indemnitor, as applicable (the “Trading With the Enemy Act”whether directly or indirectly), any is prohibited by law, or the Loan made by Lender would be in violation of law, or (2) Executive Order 13224 (September 23, 2001) issued by the foreign assets control regulations President of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With with Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001Terrorism”)) (the “, any related enabling legislation or any other similar Executive Order”) Orders, and (iib) no Embargoed Person shall have any direct interest, and to Borrower’s best knowledge, as of the USA PATRIOT Act)date hereof, based upon reasonable inquiry by Borrower, indirect interest, of any nature whatsoever in Borrower or any Indemnitor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Indemnitor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. At all times throughout the term of the Loan, including after giving effect to any Sale hereunder, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Indemnitor that are used to repay the Loan or of Borrower shall constitute property of, or are shall be beneficially ownedowned directly or, directly or to Borrower’s best knowledge, indirectly, by any Person person subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that are identified on (1) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (OFAC), U.S. lawDepartment of the Treasury, including and/or to Borrower’s best knowledge, as of the date thereof, based upon reasonable inquiry by Borrower, on any other similar list maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., and any Executive Order or regulation promulgated thereunder, with the result that the investment in Borrower or any Indemnitor, as applicable (the “Trading With the Enemy Act”whether directly or indirectly), any is prohibited by law, or the Loan made by Lender would be in violation of law, or (2) Executive Order 13224 (September 23, 2001) issued by the foreign assets control regulations President of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With with Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001Terrorism”)) (the “, any related enabling legislation or any other similar Executive Order”) Orders, and (iib) no Embargoed Person shall have any direct interest, and to Borrower’s best knowledge, as of the USA PATRIOT Act)date hereof, based upon reasonable inquiry by Borrower, indirect interest, of any nature whatsoever in Borrower or any Indemnitor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Indemnitor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. Tenant represents that as of the date of this Lease, and Tenant covenants that throughout the Effective Period: (a) None Tenant is not, and shall not be, an Embargoed Person, (b) none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Tenant are or shall constitute property of, or are or shall be beneficially owned, directly or indirectly, by any Embargoed Person; (c) no Embargoed Person shall have any interest of any nature whatsoever in Tenant, with the result that the investment in Tenant (whether directly or indirectly) is or would be blocked or prohibited by law or that this Lease and performance of the obligations hereunder are or would be blocked or in violation of law and (d) none of the funds of Tenant are, or shall be derived from, any activity with the result that the investment in Tenant (whether directly or indirectly) is or would be blocked or in violation of law or that this Lease and performance of the obligations hereunder are or would be in violation of law. “Embargoed Person” means a person, entity or government (i) identified on the Specially Designated Nationals and Blocked Persons List maintained by the United States Treasury Department Office of Foreign Assets Control and/or any similar list maintained pursuant to any authorizing statute, executive order or regulation and/or (ii) subject to trade restrictions under U.S. United States law, including but not limited toincluding, without limitation, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)under any such laws, with the result that the Investment investment in the Borrower or any of its Subsidiaries Tenant (whether directly or indirectly), is or would be prohibited by Requirements of Law law or any Loan made by the Lender this Lease is or would be in violation of Requirements of Law law and/or (“Embargoed Person”)iii) subject to blocking, (b) no Embargoed Person has any interest of any nature whatsoever in sanction or reporting under the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly)USA Patriot Act, is prohibited by Requirements of Law or any Loan is in violation of Requirements of Lawas amended; Executive Order 13224, (c) none as amended; Title 31, Parts 595, 596 and 597 of the Borrower’s U.S. Code of Federal Regulations, as they exist from time to time; and any other law or Executive Order or regulation through which the U.S. Department of the Treasury has or may come to have sanction authority. If any of its Subsidiaries’ funds have been derived from representation made by Tenant pursuant to this Section 8.19 shall become untrue Tenant shall within 10 days give written notice thereof to Landlord, which notice shall set forth in reasonable detail the reason(s) why such representation has become untrue and shall be accompanied by any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiariesrelevant notices from, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Ordercorrespondence with, the Trading With the Enemy Act applicable governmental agency or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsagencies.

Embargoed Person. As of the date hereof and at all times throughout the term of the Loan, including after giving effect to any Transfers permitted pursuant to the Loan Documents, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower and Guarantor constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government subject to trade restrictions under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R.CFR, Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to to (i) Executive Order No. 13224, effective as 13224 of September 2421, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT ActUniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001 (Public Law 107-56)), with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any the Loan made by the any Lender is in violation of Requirements of Law law (“Embargoed Person”), ; (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries Guarantor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any the Loan is in violation of Requirements of Law, law; (c) none of the Borrower’s funds of Borrower or any of its Subsidiaries’ funds Guarantor, as applicable, have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loans the Loan is in violation of Requirements of Law law; and (d) neither the Borrower, Borrower nor any of its Subsidiaries, or any of their respective Affiliates (i) is or will become a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages or will engage in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether or not a representation representations with respect to any indirect ownership Guarantor is true or a covenant with respect to Guarantor, is being complied with under this Section 5.173.19, neither the Borrower nor any Subsidiary of the Borrower shall not be required to make any investigation into (ai) the ownership of publicly traded stock or other publicly traded securities or securities, (bii) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsarrangements or (iii) the direct or indirect ownership of limited partnership interests in Guarantor.

Embargoed Person. As of the date hereof, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of any Borrower Party or any Affiliated Manager constitute property of, or are beneficially owned, directly or indirectly, by any Person or government that is the subject to trade restrictions of economic sanctions under U.S. law, including but not limited to, the USA PATRIOT Act of 2001, 107 Public Law 56 (October 26, 2001) (including the anti-terrorism provisions thereof) and in other statutes and all orders, rules and regulations of the United States government and its various executive departments, agencies and offices related to applicable anti-money laundering laws and regulations, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The the Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective collectively referred as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive OrderPatriot Act”) and (ii) the USA PATRIOT Act), with the result that transactions involving or the Investment investment in the any such Borrower Party or any of its Subsidiaries such Affiliated Manager (whether directly or indirectly), ) is prohibited by Requirements of Law applicable law or any the Loan made by the Lender is in violation of Requirements of Law applicable law (“Embargoed Person”), ; (b) none of the funds or other assets of any Borrower Party or any Affiliated Manager constitute property of, or are beneficially owned, directly or indirectly, by any Embargoed Person; (c) no Embargoed Person has any interest of any nature whatsoever in the any Borrower Party or any of its Subsidiaries Affiliated Manager, with the result that transactions involving or the Investment investment in the any such Borrower or any of its Subsidiaries Party (whether directly or indirectly), is prohibited by Requirements of Law applicable law or any the Loan is in violation of Requirements of Law, applicable law; and (cd) none of the Borrower’s funds of any Borrower Party or any of its Subsidiaries’ funds Affiliated Manager have been derived from from, or are the proceeds of, any unlawful activity with the result that transactions involving or the Investment investment in the any such Borrower Party or any of its Subsidiaries such Affiliated Manager (whether directly or indirectly), is prohibited by Requirements of Law applicable law or any Loans the Loan is in violation of Requirements applicable law; provided, that, each of Law the representations and (d) neither the warranties above are made only to Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation ’s knowledge with respect to any the direct and/or indirect ownership is true under this Section 5.17of any shares of stock in ARCNYC REIT that are listed on the New York Stock Exchange, neither the Borrower nor any Subsidiary NASDAQ Global Select Market or another nationally recognized stock exchange. Any violation of the Borrower shall be required to make any investigation into (a) the ownership foregoing shall, at Lender’s option, constitute an Event of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsDefault hereunder.

Embargoed Person. As of the date hereof and at all times throughout the term of this Loan Agreement, (a) None none of the Borrowerany Loan Party’s or any of its Subsidiaries’ funds or other assets constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government subject to trade restrictions under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender Advance is in violation of Requirements of Law law (“Embargoed Person”), ); (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries it with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan the Advance is in violation of Requirements of Law, law; (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loans the Advance is in violation of Requirements of Law law; and (d) neither the Borrower, it nor any of its Subsidiaries, or any of their respective Affiliates (i) is or will become a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages or will engage in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether or not a representation with respect to any indirect ownership is true or a covenant is being complied with under this Section 5.176.20, neither the Borrower nor any Subsidiary of the Borrower no Loan Party shall be required to make any investigation into (ai) the ownership of publicly traded stock or other publicly traded securities or (bii) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangements.

Embargoed Person. At all times throughout the term of the Loan, including after giving effect to any Sale hereunder, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Indemnitor that are used to repay the Loan or of Borrower shall constitute property of, or are shall be beneficially ownedowned directly or, directly or to Borrower’s best knowledge, indirectly, by any Person person subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that are identified on (1) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (OFAC), U.S. lawDepartment of the Treasury, including and/or to Borrower’s best knowledge, information and belief, as of the date thereof, on any other similar list maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., and any Executive Order or regulation promulgated thereunder, with the result that the investment in Borrower or any Indemnitor, as applicable (the “Trading With the Enemy Act”whether directly or indirectly), any is prohibited by law, or the Loan made by Lender would be in violation of law, or (2) Executive Order 13224 (September 23, 2001) issued by the foreign assets control regulations President of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With with Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001Terrorism”)) (the “, any related enabling legislation or any other similar Executive Order”) Orders, and (iib) no Embargoed Person shall have any direct interest, and to Borrower’s best knowledge, as of the USA PATRIOT Act)date hereof, based upon reasonable inquiry by Borrower, indirect interest, of any nature whatsoever in Borrower or any Indemnitor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Indemnitor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. (a) None At all times, throughout the term of the Borrower’s or Loan, including after giving effect to any Transfers, (i) none of its Subsidiaries’ the funds or other assets of Borrower or any Guarantor shall constitute property of, or are shall be beneficially owned, directly or indirectly, by any Person subject to trade restrictions under U.S. United States law, including including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (the “Trading With the Enemy PATRIOT Act”), ) of 2001 and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not thereunder, each as may be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating amended from time to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)time, with the result that the Investment investment in the Borrower Borrower, Key Principal or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law or any Loan made by the Lender is in violation of Requirements of Law law (each, an “Embargoed Person”), or the Loan made by Lender would be in violation of law, (bii) no Embargoed Person has shall have any interest of any nature whatsoever in the Borrower Borrower, Key Principal or any of its Subsidiaries Guarantor, as applicable, with the result that the Investment investment in the Borrower Borrower, Key Principal or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law law or any the Loan is would be in violation of Requirements of Lawlaw, and (ciii) none of the funds of Borrower’s , Key Principal or any of its Subsidiaries’ funds have been Guarantor, as applicable, shall be derived from any unlawful activity with the result that the Investment investment in the Borrower Borrower, Key Principal or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law law or any Loans is the Loan would be in violation of Requirements law. (b) Neither Borrower nor, to Borrower’s knowledge, any owner of Law and (d) neither the a direct or indirect interest in Borrower, any including the Mxxxx REIT and shareholders of its Subsidiaries, or any of their respective Affiliates the Mxxxx REIT (i) is listed on any Government Lists, (ii) is a “blocked person” as described person who has been determined by competent authority to be subject to the prohibitions contained in Presidential Executive Order No. 13224 (Sept. 23, 2001) or any other similar prohibitions contained in the Executive Order, rules and regulations of the Trading With the Enemy Act or the Office of Foreign Assets Control Regulations (“OFAC”) or in any enabling legislation or other Presidential Executive Orders in respect thereof, (iii) has been previously indicted for or convicted of any felony involving a crime or crimes of moral turpitude or for any Patriot Act Offense, or (iiiv) engages in is currently under investigation by any dealings or transactions, or be otherwise associated, with any such “blocked person”Governmental Authority for alleged criminal activity. For purposes hereof, the term “Patriot Act Offense” means any violation of determining whether the criminal laws of the United States of America or of any of the several states, or that would be a representation with respect criminal violation if committed within the jurisdiction of the United States of America or any of the several states, relating to terrorism or the laundering of monetary instruments, including any offense under (A) the criminal laws against terrorism; (B) the criminal laws against money laundering, (C) the Bank Secrecy Act, as amended, (D) the Money Laundering Control Act of 1986, as amended, or (E) the Patriot Act. “Patriot Act Offense” also includes the crimes of conspiracy to commit, or aiding and abetting another to commit, a Patriot Act Offense. For purposes hereof, the term “Government Lists” means (1) the Specially Designated Nationals and Blocked Persons Lists maintained by OFAC, (2) any other list of terrorists, terrorist organizations or narcotics traffickers maintained pursuant to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Rules and Regulations of OFAC that Lender has notified Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities in writing is now included in “Government Lists”, or (b3) any similar lists maintained by the ownership United States Department of assets by a collective investment fund State, the United States Department of Commerce or any other Government Authority or pursuant to any Executive Order of the President of the United States of America that holds assets for employee benefit plans or retirement arrangementsLender notified Borrower in writing is now included in “Government Lists”.

Embargoed Person. As of the Effective Date and at all times throughout the term of the Notes, (a) None none of the Borrowerany Covered Group Member’s or any of its Subsidiaries’ funds or other assets constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government subject to trade restrictions under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower or any of its Subsidiaries Issuer (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender Notes issued to a Noteholder is in violation of Requirements of Law law (“Embargoed Person”), ; (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries it with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan is the Notes are in violation of Requirements of Law, law; (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loans Notes is in violation of Requirements of Law law; and (d) neither the Borrower, it nor any of its Subsidiaries, or any of their respective Affiliates (i) is or will become a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages or will engage in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether or not a representation with respect to any indirect ownership is true or a covenant is being complied with under this Section 5.173.19, neither the Borrower nor any Subsidiary of the Borrower no Covered Group Member shall be required to make any investigation into (ai) the ownership of publicly traded stock or other publicly traded securities or (bii) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangements.

Embargoed Person. As of the date hereof, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of any Borrower Party or any Affiliated Manager constitute property of, or are are) beneficially owned, directly or indirectly, by any Person or government that is the subject to trade restrictions of economic sanctions under U.S. law, including but not limited to, the USA PATRIOT Act of 2001, 107 Public Law 56 (October 26, 2001) (including the anti-terrorism provisions thereof) and in other statutes and all orders, rules and regulations of the United States government and its various executive departments, agencies and offices related to applicable anti-money laundering laws and regulations, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The the Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that transactions involving or the Investment investment in the any such Borrower Party or any of its Subsidiaries such Affiliated Manager (whether directly or indirectly), ) is prohibited by Requirements of Law applicable law or any the Loan made by the Lender is in violation of Requirements of Law applicable law (“Embargoed Person”), ; (b) none of the funds or other assets of any Borrower Party or any Affiliated Manager constitute property of, or are beneficially owned, directly or indirectly, by any Embargoed Person; (c) no Embargoed Person has any interest of any nature whatsoever in the any Borrower Party or any of its Subsidiaries Affiliated Manager, with the result that transactions involving or the Investment investment in the any such Borrower or any of its Subsidiaries Party (whether directly or indirectly), is prohibited by Requirements of Law applicable law or any the Loan is in violation of Requirements of Law, applicable law; and (cd) none of the Borrower’s funds of any Borrower Party or any of its Subsidiaries’ funds Affiliated Manager have been derived from from, or are the proceeds of, any unlawful activity with the result that transactions involving or the Investment investment in the any such Borrower Party or any of its Subsidiaries such Affiliated Manager (whether directly or indirectly), is prohibited by Requirements of Law applicable law or any Loans the Loan is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”applicable law. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary Any violation of the Borrower shall be required to make any investigation into (a) the ownership foregoing shall, at Lender’s option, constitute an Event of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsDefault hereunder.

Embargoed Person. As of the date hereof and at all times throughout the term of any Loan, (a) None none of the Borrowerany Loan Party’s or any of its Subsidiaries’ funds or other assets constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government subject to trade restrictions under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the any Lender is in violation of Requirements of Law law (“Embargoed Person”), ; (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries it with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan is in violation of Requirements of Law, law; (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loans Loan is in violation of Requirements of Law law; and (d) neither the Borrower, it nor any of its Subsidiaries, or any of their respective Affiliates (i) is or will become a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages or will engage in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether or not a representation with respect to any indirect ownership is true or a covenant is being complied with under this Section 5.173.26, neither the Borrower nor any Subsidiary of the Borrower no Loan Party shall be required to make any investigation into (ai) the ownership of publicly traded stock or other publicly traded securities or (bii) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangements.

Embargoed Person. As of the date hereof and at all times throughout the term of the Loan, including after giving effect to any transfers of interests permitted pursuant to the Loan Documents, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower constitute property of, or are beneficially owned, directly or indirectly, by any Person subject to trade restrictions person, entity or country which is a sanctioned person, entity or country under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for including regulations administered by the avoidance Office of doubt shall include but shall not be limited to Foreign Assets Control (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive OrderOFAC”) of the U.S. Department of the Treasury and (iithe Specially Designated Nationals List maintained by OFAC) the USA PATRIOT Act), with the result that the Investment investment in the Borrower or any of its Subsidiaries Borrower, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any the Loan made by the Lender is in violation of Requirements of Applicable Law (“Embargoed Person”), ; (b) unless expressly waived in writing by Lender, no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries Borrower, with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any the Loan is in violation of Requirements of Applicable Law, ; and (c) none of the Borrower’s or any funds of its Subsidiaries’ funds Borrower have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any Loans the Loan is in violation of Requirements of Law Applicable Law. Borrower covenants and agrees that in the event Borrower receives any notice that Borrower (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (ibeneficial owners, affiliates or participants) or any Person that has an interest in Borrower is a “blocked person” designated as described in the Executive Orderan Embargoed Person, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall immediately notify Lender in writing. At Lender’s option, it shall be required an Event of Default hereunder if Borrower or any other party to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsLoan is designated as an Embargoed Person.

Embargoed Person. As of the date hereof and at all times throughout the term of the Notes, (a) None none of the Borrowerany North American Group Member’s or any of its Subsidiaries’ funds or other assets constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government subject to trade restrictions under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower or any of its Subsidiaries Issuer (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender Notes issued to a Noteholder is in violation of Requirements of Law law (“Embargoed Person”), ; (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries it with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan is the Notes are in violation of Requirements of Law, law; (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loans Notes is in violation of Requirements of Law law; and (d) neither the Borrower, it nor any of its Subsidiaries, or any of their respective Affiliates (i) is or will become a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages or will engage in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether or not a representation with respect to any indirect ownership is true or a covenant is being complied with under this Section 5.173.19, neither the Borrower nor any Subsidiary of the Borrower no North American Group Member shall be required to make any investigation into (ai) the ownership of publicly traded stock or other publicly traded securities or (bii) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangements.

Embargoed Person. (a) None At all times, throughout the Term, including after giving effect to any Transfers, (i) none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower or Guarantor shall constitute property of, or are shall be beneficially owned, directly or indirectly, by any Person subject to trade restrictions under U.S. United States law, including including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (the “Trading With the Enemy PATRIOT Act”), ) of 2001 and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not thereunder, each as may be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating amended from time to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)time, with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law or any Loan made by the Lender is in violation of Requirements of Law law (each, an “Embargoed Person”), or the Loan made by Lender would be in violation of law, (bii) no Embargoed Person has shall have any interest of any nature whatsoever in the Borrower or any of its Subsidiaries Guarantor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law law or any the Loan is would be in violation of Requirements of Lawlaw, and (ciii) none of the Borrower’s funds of Borrower or any of its Subsidiaries’ funds have been Guarantor, as applicable, shall be derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law law or any Loans is the Loan would be in violation of Requirements law. Compliance with this provision in respect of Law Persons owning less than twenty percent (20%) of all beneficial interests in Borrower or Guarantor may be completed by virtue of actions taken on behalf of Borrower or Guarantor in the ordinary course of business through licensed broker dealers in accordance with all applicable legal requirements concerning third party investors and in a manner consistent with previous offerings conducted by Guarantor or its Affiliates to date. (db) neither the None of any Borrower nor, to Borrower’s knowledge, any owner of its Subsidiaries, a direct or indirect interest in any of their respective Affiliates Borrower (i) is listed on any Government Lists, (ii) is a “blocked person” as described person who has been determined by competent authority to be subject to the prohibitions contained in Presidential Executive Order No. 13224 (Sept. 23, 2001) or any other similar prohibitions contained in the Executive Order, rules and regulations of the Trading With the Enemy Act or the Office of Foreign Assets Control Regulations (“OFAC”) or in any enabling legislation or other Presidential Executive Orders in respect thereof, (iii) has been previously indicted for or convicted of any felony involving a crime or crimes of moral turpitude or for any Patriot Act Offense, or (iiiv) engages in is currently under investigation by any dealings or transactions, or be otherwise associated, with any such “blocked person”Governmental Authority for alleged criminal activity. For purposes hereof, the term “Patriot Act Offense” means any violation of determining whether the criminal laws of the United States of America or of any of the several states, or that would be a representation with respect criminal violation if committed within the jurisdiction of the United States of America or any of the several states, relating to terrorism or the laundering of monetary instruments, including any offense under (A) the criminal laws against terrorism; (B) the criminal laws against money laundering, (C) the Bank Secrecy Act, as amended, (D) the Money Laundering Control Act of 1986, as amended, or (E) the Patriot Act. “Patriot Act Offense” also includes the crimes of conspiracy to commit, or aiding and abetting another to commit, a Patriot Act Offense. For purposes hereof, the term “Government Lists” means (1) the Specially Designated Nationals and Blocked Persons Lists maintained by OFAC, (2) any other list of terrorists, terrorist organizations or narcotics traffickers maintained pursuant to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Rules and Regulations of OFAC that Lender notified Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities in writing is now included in “Government Lists”, or (b3) any similar lists maintained by the ownership United States Department of assets by a collective investment fund State, the United States Department of Commerce or any other Government Authority or pursuant to any Executive Order of the President of the United States of America that holds assets for employee benefit plans or retirement arrangementsLender notified Borrower in writing is now included in “Government Lists”.

Embargoed Person. As of the date hereof and at all times throughout the term of the Loans, (a) None none of the Borrowerany North American Group Member’s or any of its Subsidiaries’ funds or other assets constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government subject to trade restrictions under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan the Loans made by the Lender is are in violation of Requirements of Law law (“Embargoed Person”), ; (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries it with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan is the Loans are in violation of Requirements of Law, law; (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loans is in violation of Requirements of Law law; and (d) neither the Borrower, it nor any of its Subsidiaries, or any of their respective Affiliates (i) is or will become a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages or will engage in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether or not a representation with respect to any indirect ownership is true or a covenant is being complied with under this Section 5.173.19, neither the Borrower nor any Subsidiary of the Borrower no North American Group Member shall be required to make any investigation into (ai) the ownership of publicly traded stock or other publicly traded securities or (bii) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangements.

Embargoed Person. At all times throughout the term of the Loan, including after giving effect to any Sale hereunder, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Mortgagor that are used to repay the Loan shall constitute property of, or are shall be beneficially owned, owned directly or indirectly, by any Person person subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that are identified on (1) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (OFAC), U.S. lawDepartment of the Treasury, including and/or to Mortgagor’s best knowledge, as of the date thereof, based upon reasonable inquiry by Mortgagor, on any other similar list maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., and any Executive Order or regulation promulgated thereunder, with the result that the investment in Mortgagor or any Indemnitor, as applicable (the “Trading With the Enemy Act”whether directly or indirectly), any is prohibited by law, or the Loan made by Mortgagee would be in violation of law, or (2) Executive Order 13224 (September 23, 2001) issued by the foreign assets control regulations President of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Mortgaged Property and Prohibiting Transactions With with Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001Terrorism”)) (the “, any related enabling legislation or any other similar Executive Order”) Orders, and (iib) the USA PATRIOT Act)no Embargoed Person shall have any direct interest in Mortgagor or any direct interest of more than twenty percent (20%) in any Indemnitor, as applicable, with the result that the Investment investment in the Borrower Mortgagor or any of its Subsidiaries Indemnitor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. As of the Effective Date and at all times throughout the term of the Loans, (a) None none of the Borrowerany Covered Group Member’s or any of its Subsidiaries’ funds or other assets constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government subject to trade restrictions under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan the Loans made by the Lender is are in violation of Requirements of Law law (“Embargoed Person”), ; (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries it with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan is the Loans are in violation of Requirements of Law, law; (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loans is in violation of Requirements of Law law; and (d) neither the Borrower, it nor any of its Subsidiaries, or any of their respective Affiliates (i) is or will become a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages or will engage in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether or not a representation with respect to any indirect ownership is true or a covenant is being complied with under this Section 5.173.19, neither the Borrower nor any Subsidiary of the Borrower no Covered Group Member shall be required to make any investigation into (ai) the ownership of publicly traded stock or other publicly traded securities or (bii) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangements.

Embargoed Person. At all times throughout the term of the Loans, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower that are used to repay the Loans shall constitute property of, or are shall be beneficially ownedowned directly or, directly or indirectlyto the knowledge of Borrower, by indirectly by, any Person subject to sanctions or trade restrictions under United States law ("EMBARGOED PERSON" or "EMBARGOED PERSONS") that is identified on (1) the "List of Specially Designated Nationals and Blocked Persons" (the "SDN LIST") maintained by the Office of Foreign Assets Control ("OFAC"), U.S. lawDepartment of the Treasury, including and/or to the knowledge of Borrower, as of the date thereof, based upon reasonable inquiry by Borrower, on any other similar list ("OTHER LIST") maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ ss.ss. 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)xx xeq., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)regulation promulgated thereunder, with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law law, or any Loan the Loans made by the Lender is Syndication Parties would be in violation of Requirements of Law law, or (“Embargoed Person”)2) the Executive Order, any related enabling legislation or any other similar Executive Orders, and (b) no Embargoed Person has shall have any interest direct interest, and to the knowledge of Borrower, as of the date hereof, based upon reasonable inquiry by Borrower, indirect interest, of any nature whatsoever in the Borrower or any of its Subsidiaries Borrower, with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan is the Loans are in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. (a) None At all times, throughout the Term, including after giving effect to any Transfers, (i) none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower or Guarantor shall constitute property of, or are shall be beneficially owned, directly or indirectly, by any Person subject to trade restrictions under U.S. United States law, including including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (the “Trading With the Enemy PATRIOT Act”), ) of 2001 and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not thereunder, each as may be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating amended from time to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)time, with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law or any Loan made by the Lender is in violation of Requirements of Law law (each, an “Embargoed Person”), or the Loan made by Lender would be in violation of law, (bii) no Embargoed Person has shall have any interest of any nature whatsoever in the Borrower or any of its Subsidiaries Guarantor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law law or any the Loan is would be in violation of Requirements of Lawlaw, and (ciii) none of the Borrower’s funds of Borrower or any of its Subsidiaries’ funds have been Guarantor, as applicable, shall be derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law law or any Loans is the Loan would be in violation of Requirements law. With respect to Persons owning less than twenty percent (20%) direct and/or indirect interests in Guarantor, Lender acknowledges that Borrower has relied and will rely exclusively on its transfer agent and/or U.S. broker-dealer network to implement the normal and customary investor screening practices mandated by all applicable legal requirements and regulations in making the foregoing covenants. Furthermore, Borrower makes no covenant under this Section 4.2.15(a) with respect to indirect owners of Law and Borrower and/or Guarantor whose indirect ownership derives from a direct and/or indirect ownership in ARCNYC REIT so long as ARCNYC REIT is listed on the New York Stock Exchange, NASDAQ Global Select Market or another nationally recognized stock exchange. (db) neither the Neither Borrower nor, to Borrower’s knowledge, any owner of its Subsidiaries, a direct or any of their respective Affiliates indirect interest in Borrower (i) is listed on any Government Lists, (ii) is a “blocked person” as described person who has been determined by competent authority to be subject to the prohibitions contained in Presidential Executive Order No. 13224 (Sept. 23, 2001) or any other similar prohibitions contained in the Executive Order, rules and regulations of the Trading With the Enemy Act or the Office of Foreign Assets Control Regulations (“OFAC”) or in any enabling legislation or other Presidential Executive Orders in respect thereof, (iii) has been previously indicted for or convicted of any felony involving a crime or crimes of moral turpitude or for any Patriot Act Offense, or (iiiv) engages in is currently under investigation by any dealings or transactions, or be otherwise associated, with any such “blocked person”Governmental Authority for alleged criminal activity. For purposes hereof, the term “Patriot Act Offense” means any violation of determining whether the criminal laws of the United States of America or of any of the several states, or that would be a representation criminal violation if committed within the jurisdiction of the United States of America or any of the several states, relating to terrorism or the laundering of monetary instruments, including any offense under (A) the criminal laws against terrorism; (B) the criminal laws against money laundering, (C) the Bank Secrecy Act, as amended, (D) the Money Laundering Control Act of 1986, as amended, or (E) the Patriot Act. “Patriot Act Offense” also includes the crimes of conspiracy to commit, or aiding and abetting another to commit, a Patriot Act Offense. For purposes hereof, the term “Government Lists” means (1) the Specially Designated Nationals and Blocked Persons Lists maintained by OFAC, (2) any other list of terrorists, terrorist organizations or narcotics traffickers maintained pursuant to any of the Rules and Regulations of OFAC that Lender notified Borrower in writing is now included in “Government Lists”, or (3) any similar lists maintained by the United States Department of State, the United States Department of Commerce or any other Government Authority or pursuant to any Executive Order of the President of the United States of America that Lender notified Borrower in writing is now included in “Government Lists”. With respect to Persons owning less than twenty percent (20%) direct and/or indirect interests in Guarantor, Lender acknowledges that Borrower has relied and will rely exclusively on its transfer agent and/or U.S. broker-dealer network to implement the normal and customary investor screening practices mandated by all applicable legal requirements and regulations in making the foregoing covenants. Furthermore, Borrower makes no covenant under this Section 4.2.15(b) with respect to any indirect owners of Borrower and/or Guarantor whose indirect ownership derives from a direct and/or indirect ownership in ARCNYC REIT so long as ARCNYC REIT is true under this Section 5.17listed on the New York Stock Exchange, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded NASDAQ Global Select Market or another nationally recognized stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsexchange.

Embargoed Person. (a) None At all times, throughout the term of the Borrower’s or Loan, including after giving effect to any Transfers permitted, pursuant to the Loan Documents, (a) none of its Subsidiaries’ the funds or other assets of Borrower or any Guarantor shall constitute property of, or are shall be beneficially owned, directly or indirectly, owned by any Person subject to trade restrictions under U.S. United States law, including including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (the “Trading With the Enemy PATRIOT Act”), ) of 2001 and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not thereunder, each as may be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating amended from time to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)time, with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly)Guarantor, is as applicable, would be prohibited by Requirements of Law or any Loan made by the Lender is in violation of Requirements of Law law (each, an “Embargoed Person”), or the Loan made by Lender EAST\53909776.4 would be in violation of law, (b) no Embargoed Person has shall have any interest of any nature whatsoever in the Borrower or any of its Subsidiaries Guarantor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly)Guarantor, is as applicable, would be prohibited by Requirements of Law law or any the Loan is would be in violation of Requirements of Lawlaw, and (c) none of the Borrower’s funds of Borrower or any of its Subsidiaries’ funds have been Guarantor, as applicable, shall be derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly)Guarantor, is as applicable, would be prohibited by Requirements of Law law or any Loans is the Loan would be in violation of Requirements of Law and law. (db) neither the Neither Borrower nor, to Borrower’s knowledge, any owner of its Subsidiaries, or any of their respective Affiliates Borrower (i) is listed on any Government Lists, (ii) is a “blocked person” as described person who has been determined by competent authority to be subject to the prohibitions contained in Presidential Executive Order No. 13224 (Sept. 23, 2001) or any other similar prohibitions contained in the Executive Order, rules and regulations of the Trading With the Enemy Act or the Office of Foreign Assets Control Regulations (“OFAC”) or in any enabling legislation or other Presidential Executive Orders in respect thereof, (iii) has been previously indicted for or convicted of any felony involving a crime or crimes of moral turpitude or for any Patriot Act Offense, or (iiiv) engages in is currently under investigation by any dealings or transactions, or be otherwise associated, with any such “blocked person”Governmental Authority for alleged criminal activity. For purposes hereof, the term “Patriot Act Offense” means any violation of determining whether the criminal laws of the United States of America or of any of the several states, or that would be a representation with respect criminal violation if committed within the jurisdiction of the United States of America or any of the several states, relating to terrorism or the laundering of monetary instruments, including any offense under (A) the criminal laws against terrorism; (B) the criminal laws against money laundering, (C) the Bank Secrecy Act, as amended, (D) the Money Laundering Control Act of 1986, as amended, or (E) the Patriot Act. “Patriot Act Offense” also includes the crimes of conspiracy to commit, or aiding and abetting another to commit, a Patriot Act Offense. For purposes hereof, the term “Government Lists” means (1) the Specially Designated Nationals and Blocked Persons Lists maintained by OFAC, (2) any other list of terrorists, terrorist organizations or narcotics traffickers maintained pursuant to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Rules and Regulations of OFAC that Lender notified Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities in writing is now included in “Government Lists”, or (b3) any similar lists maintained by the ownership United States Department of assets by a collective investment fund State, the United States Department of Commerce or any other Government Authority or pursuant to any Executive Order of the President of the United States of America that holds assets for employee benefit plans or retirement arrangementsLender notified Borrower in writing is now included in “Government Lists”.

Embargoed Person. At all times throughout the term of the Loans, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of the Loan Parties that are used to repay the Loans shall constitute property of, or are shall be beneficially ownedowned directly or, directly or indirectlyto the knowledge of each of the Parent Guarantor and the Borrower, by indirectly by, any Person subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that is identified on (1) the “List of Specially Designated Nationals and Blocked Persons” (the “SDN List”) maintained by the OFAC, U.S. lawDepartment of the Treasury, including and/or to the knowledge of each of the Parent Guarantor and the Borrower, as of the date thereof, based upon reasonable inquiry by the Parent Guarantor and the Borrower, on any other similar list (“Other List”) maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)regulation promulgated thereunder, with the result that the Investment investment in the Borrower or any of its Subsidiaries the Loan Parties (whether directly or indirectly), ) is prohibited by Requirements of Law law, or any Loan the Loans made by the Lender is Lenders hereunder would be in violation of Requirements of Law law, or (2) the Executive Order, any related enabling legislation or any other similar Executive Orders (collectively, “Embargoed PersonExecutive Orders”), and (b) no Embargoed Person has shall have any interest direct interest, and to the knowledge of each of the Parent Guarantor and the Borrower, as of the Closing Date, based upon reasonable inquiry by the Parent Guarantor and the Borrower, indirect interest, of any nature whatsoever in the Borrower or any of its Subsidiaries the Loan Parties, with the result that the Investment investment in the Borrower or any of its Subsidiaries the Loan Parties (whether directly or indirectly), ) is prohibited by Requirements of Law law or any Loan is the Loans are in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. (a) None At all times throughout the term of the Borrower’s or Loan, including after giving effect to any Transfers permitted pursuant to the Loan Documents, (i) none of its Subsidiaries’ the funds or other assets of Borrower, Borrower Representative or Guarantor, whether or not used to repay the Loan, shall constitute property of, or shall be beneficially owned directly or, to Borrower’s knowledge, indirectly (other than holders of publicly traded shares or other securities of Guarantor who are beneficially owned, directly or indirectlynot officers of directors of Guarantor), by any Person person, entity or government subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that are identified on (A) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (“OFAC”), U.S. lawDepartment of the Treasury’s FINCEN list, including and/or to Borrower’s knowledge, as of the date thereof, by Borrower, on any other similar list maintained by OFAC or FINCEN pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., and any Executive Order or regulation promulgated thereunder, with the result that the investment in Borrower, Borrower Representative or any Guarantor, as applicable (the “Trading With the Enemy Act”whether directly or indirectly), any is prohibited by law, or the Loan made by Lender would be in violation of law, or (B) Executive Order 13224 (September 23, 2001) issued by the foreign assets control regulations President of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With with Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001Terrorism”)) (the “, any related enabling legislation or any other similar Executive Order”) Orders, and (ii) the USA PATRIOT Act)no Embargoed Person shall have any direct interest or, to Borrower’s knowledge, indirect interest, of any nature whatsoever in Borrower, Borrower Representative or any Guarantor, as applicable, with the result that the Investment investment in the Borrower, Borrower Representative or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements law. (b) At all times throughout the term of Lawthe Loan, none of any of the Borrower, Borrower Representative or Guarantor, nor any Person controlling, controlled by or under common control with any of Borrower, Borrower Representative or Guarantor, nor any Person having a beneficial interest in, or for whom any of the Borrower, Borrower Representative or Guarantor is acting as agent or nominee in connection with the investment, is (a) a country, territory, person or entity named on an OFAC or FINCEN list, or is a Person that resides in or has a place of business in a country or territory named on such lists; (b) a Person resident in, or organized or chartered under the laws of a jurisdiction identified as non-cooperative by the Financial Action Task Force (“FATF”); or (c) none a Person whose funds originate from or will be routed through , an account maintained at a foreign shell bank or “offshore bank.” (c) None of the Borrower’s , Borrower Representative or Guarantor, nor any Person controlling, controlled by or under common control with Borrower, Borrower Representative or Guarantor is a “senior political figure” or an “immediate family” member or “close associate” (as all such terms are defined below) of its Subsidiaries’ funds have been derived from any unlawful activity with a senior foreign political figure within the result that meaning of the Investment in USA PATRIOT Act (i.e., the Borrower or any Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of its Subsidiaries 2001, H.R. 3162, Public Law 107-56, as may be amended). For the purposes of this subsection (whether directly or indirectlyc), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is “senior foreign political figure” means a “blocked person” as described senior official in the Executive Orderexecutive, legislative, administrative, military or judicial branches of a foreign government (whether elected or not), a senior official of a major foreign political party or a senior executive of a foreign government-owned corporation, and such term also includes any corporation, business or other entity that has been formed by, or for the Trading With the Enemy Act or the Foreign Assets Control Regulations or benefit of, a senior political figure, (ii) engages “immediate family” of a senior foreign political figure includes the figure’s parents, siblings, spouse, children and in-laws, and (iii) “close associate” of a senior foreign political figure means a person who is widely and publicly known to maintain an unusually close relationship with the senior foreign political figure, and includes a person who is in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect position to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary conduct substantial domestic and international financial transactions on behalf of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementssenior foreign political figure.

Embargoed Person. (a) None Each Credit Party shall ensure that none of the Borrower’s or any of its Subsidiaries’ funds or other assets properties of any Borrower that are used to repay the Loans will constitute property of, or are be beneficially owned, owned directly or indirectlyindirectly by, by any Person person subject to sanctions or trade restrictions under U.S. lawUnited States law ("Embargoed Person" or "Embargoed Persons") that is identified on (1) the "List of Specially Designated Nationals and Blocked Persons" maintained by OFAC and/or on any other similar list maintained by OFAC pursuant to any authorizing statute including, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ Section 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)regulation promulgated thereunder, with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan Loans made by the Lender is Lenders would be in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiarieslaw, or any of their respective Affiliates (i2) is a “blocked person” as described in the Executive Order, any related enabling legislation or any other similar Executive Orders. NEGATIVE COVENANTS From the Trading With advance of the Enemy Act Loans to the Borrowers until the Termination Date, the following covenants shall be effective: No Credit Party shall directly or the Foreign Assets Control Regulations indirectly create, incur, assume or (ii) engages in suffer to exist any dealings Lien on or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary part of or all of the Borrower shall be required Collateral or any property owned by CMI, title thereto or any interest therein except as set forth below (such exceptions referred to make any investigation into (a) collectively as "Permitted Encumbrances"): Liens of the ownership of publicly traded stock Security Documents and Liens expressly permitted by the Operative Documents; Liens for taxes, assessments or other publicly traded securities governmental charges or levies either not yet due or being contested in good faith by appropriate proceedings so long as such proceedings do not involve any material danger of the sale, forfeiture or loss of any Collateral or any interest therein; materialmen's, mechanic's, workmen's, repairmen's, employees' or other like Liens arising in the ordinary course of Continental's, CMI's or AMI's business securing obligations, the payment of which either is not yet overdue by 60 days or is being contested in good faith by appropriate proceedings so long as such proceedings do not involve any material danger of the sale, forfeiture or loss of any Collateral, or any interest therein or impair in any respect the validity of the Lien of the Security Documents; judgment or attachment Liens (bother than Liens for taxes) against Continental, CMI or AMI with respect to which at the ownership time an appeal or proceeding for review is being prosecuted in good faith and there shall have been secured a stay of assets execution pending such appeal or proceeding for review; with respect to the AMI Collateral and the CMI Collateral only, in respect of the equipment furnished by a collective investment fund that holds assets for employee benefit plans CMI and installed on any aircraft, Liens in favor of vendors thereof arising out of the purchase of such equipment and payment terms therefor and renewal, extension or retirement arrangements.replacements thereof; pledges or deposits securing obligations under workers' compensation, unemployment insurance, social security or public liability laws or similar legislation;

Embargoed Person. As of the date hereof, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of any Borrower Party or any Affiliated Manager constitute property of, or are beneficially owned, directly or indirectly, by any Person or government that is the subject to trade restrictions of economic sanctions under U.S. law, including but not limited to, the USA PATRIOT Act of 2001, 107 Public Law 56 (October 26, 2001) (including the anti-terrorism provisions thereof) and in other statutes and all orders, rules and regulations of the United States government and its various executive departments, agencies and offices related to applicable anti-money laundering laws and regulations, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The the Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective collectively referred as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive OrderPatriot Act”) and (ii) the USA PATRIOT Act), with the result that transactions involving or the Investment investment in the any such Borrower Party or any of its Subsidiaries such Affiliated Manager (whether directly or indirectly), ) is prohibited by Requirements of Law applicable law or any the Loan made by the Lender is in violation of Requirements of Law applicable law (“Embargoed Person”), ; (b) none of the funds or other assets of any Borrower Party or any Affiliated Manager constitute property of, or are beneficially owned, directly or indirectly, by any Embargoed Person; (c) no Embargoed Person has any interest of any nature whatsoever in the any Borrower Party or any of its Subsidiaries Affiliated Manager, with the result that transactions involving or the Investment investment in the any such Borrower or any of its Subsidiaries Party (whether directly or indirectly), is prohibited by Requirements of Law applicable law or any the Loan is in violation of Requirements of Law, applicable law; and (cd) none of the Borrower’s funds of any Borrower Party or any of its Subsidiaries’ funds Affiliated Manager have been derived from from, or are the proceeds of, any unlawful activity with the result that transactions involving or the Investment investment in the any such Borrower Party or any of its Subsidiaries such Affiliated Manager (whether directly or indirectly), is prohibited by Requirements of Law applicable law or any Loans the Loan is in violation of Requirements of Law and (d) neither the Borrowerapplicable law; provided, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Orderthat, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation representations and warranties above are made only to Borrower’s knowledge with respect to any the direct and/or indirect ownership is true under this Section 5.17of any shares of stock in American Finance Trust, neither Inc., a Maryland corporation that are listed on the Borrower nor any Subsidiary New York Stock Exchange, NASDAQ Global Select Market or another nationally recognized stock exchange. Any violation of the Borrower shall be required to make any investigation into (a) the ownership foregoing shall, at Lender’s option, constitute an Event of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsDefault hereunder.

Embargoed Person. At all times throughout the term of this Agreement, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of such Seller that is sold, contributed or otherwise transferred to the Buyer shall constitute property of, or are shall be beneficially ownedowned directly or, directly or indirectlyto the knowledge of such Seller, by indirectly by, any Person subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that is identified on (1) the “List of Specially Designated Nationals and Blocked Persons” (the “SDN List”) maintained by the Office of Foreign Assets Control (OFAC), U.S. lawDepartment of the Treasury, including and/or to the knowledge of any Seller, as of the date thereof, based upon reasonable inquiry by such Seller, on any other similar list (“Other List”) maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)regulation promulgated thereunder, with the result that the Investment investment in the Borrower or any of its Subsidiaries such Seller (whether directly or indirectly), is prohibited by Requirements of Law law, or any Loan the purchases made by the Lender is Buyer would be in violation of Requirements of Law law, or (2) the Executive Order, any related enabling legislation or any other similar Executive Orders (collectively, “Embargoed PersonExecutive Orders”), and (b) no Embargoed Person has shall have any interest direct interest, and to the knowledge of such Seller, as of the date hereof, based upon reasonable inquiry by such Seller, indirect interest, of any nature whatsoever in the Borrower or any of its Subsidiaries such Seller, with the result that the Investment investment in the Borrower or any of its Subsidiaries such Seller (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan is the transactions contemplated by this Agreement are in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. At all times throughout the term of the ----------------- Loans, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of the Loan Parties that are used to repay the Loans shall constitute property of, or are shall be beneficially ownedowned directly or, directly or indirectlyto the knowledge of any Loan Party, by indirectly by, any Person subject to sanctions or trade restrictions under United States law ("Embargoed --------- Person" or "Embargoed Persons") that is identified on (1) the "List of Specially ------ ----------------- Designated Nationals and Blocked Persons" (the "SDN List") maintained by the -------- Office of Foreign Assets Control (OFAC), U.S. lawDepartment of the Treasury, including and/or to the knowledge of any Loan Party, as of the date thereof, based upon reasonable inquiry by such Loan Party, on any other similar list ("Other List") ---------- maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ xx.xx. 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) ------- Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)regulation promulgated thereunder, with the result that the Investment investment in the Borrower or any of its Subsidiaries Loan Parties (whether directly or indirectly), is prohibited by Requirements of Law law, or any Loan the Loans made by the Lender is Lenders would be in violation of Requirements of Law law, or (“Embargoed Person”2) the Executive Order, any related enabling legislation or any other similar Executive Orders (collectively, "Executive Orders"), and (b) no Embargoed Person has ---------------- shall have any interest direct interest, and to the knowledge of any Loan Party, as of the date hereof, based upon reasonable inquiry by any Loan Party, indirect interest, of any nature whatsoever in the Borrower or any of its Subsidiaries Loan Parties, with the result that the Investment investment in the Borrower or any of its Subsidiaries Loan Parties (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan is the Loans are in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. As of the date hereof and at all times throughout the term of any Advance, (a) None none of the Borrowerany Loan Party’s or any of its Subsidiaries’ funds or other assets constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government subject to trade restrictions under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan Advance made by the Lender is in violation of Requirements of Law law (“Embargoed Person”), ; (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries it with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan Advance is in violation of Requirements of Law, law; (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loans Advances is in violation of Requirements of Law law; and (d) neither the Borrower, it nor any of its Subsidiaries, or any of their respective Affiliates (i) is or will become a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages or will engage in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether or not a representation with respect to any indirect ownership is true or a covenant is being complied with under this Section 5.176.20, neither the Borrower nor any Subsidiary of the Borrower no Loan Party shall be required to make any investigation into (ai) the ownership of publicly traded stock or other publicly traded securities or (bii) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangements.

Embargoed Person. (a) None At all times, throughout the term of the Borrower’s or Loan, including after giving effect to any Transfers, (i) none of its Subsidiaries’ the funds or other assets of Borrower or any Guarantor shall constitute property of, or are shall be beneficially owned, directly or indirectly, by any Person subject to trade restrictions under U.S. United States law, including including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (the “Trading With the Enemy PATRIOT Act”), ) of 2001 and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not thereunder, each as may be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating amended from time to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)time, with the result that the Investment investment in the Borrower Borrower, Key Principal or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law or any Loan made by the Lender is in violation of Requirements of Law law (each, an “Embargoed Person”), or the Loan made by Lender would be in violation of law, (bii) no Embargoed Person has shall have any interest of any nature whatsoever in the Borrower Borrower, Key Principal or any of its Subsidiaries Guarantor, as applicable, with the result that the Investment investment in the Borrower Borrower, Key Principal or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law law or any the Loan is would be in violation of Requirements of Lawlaw, and (ciii) none of the funds of Borrower’s , Key Principal or any of its Subsidiaries’ funds have been Guarantor, as applicable, shall be derived from any unlawful activity with the result that the Investment investment in the Borrower Borrower, Key Principal or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law law or any Loans is the Loan would be in violation of Requirements law. (b) Neither Borrower nor, to Borrower’s knowledge, any owner of Law and (d) neither the a direct or indirect interest in Borrower, any including the Xxxxx REIT and shareholders of its Subsidiaries, or any of their respective Affiliates the Xxxxx REIT (i) is a “blocked person” as described in the Executive Orderlisted on any Government Lists, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages is a person who has been determined by competent authority to be subject to the prohibitions contained in any dealings or transactions, or be otherwise associated, with any such “blocked person”Presidential Executive Order No. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangements.13224

Embargoed Person. At all times throughout the term of the Loan, including after giving effect to any Sale hereunder, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Indemnitor that are used to repay the Loan or of Borrower shall constitute property of, or are shall be beneficially ownedowned directly or, directly or to Borrower’s best knowledge, indirectly, by any Person person subject to sanctions or trade restrictions under United States law (“ Embargoed Person ” or “ Embargoed Persons ”) that are identified on (1) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (OFAC), U.S. lawDepartment of the Treasury, including and/or to Borrower’s best knowledge, as of the date thereof, based upon reasonable inquiry by Borrower, on any other similar list maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seqseq ., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. seq ., and any Executive Order or regulation promulgated thereunder, with the result that the investment in Borrower or any Indemnitor, as applicable (the “Trading With the Enemy Act”whether directly or indirectly), any is prohibited by law, or the Loan made by Lender would be in violation of law, or (2) Executive Order 13224 (September 23, 2001) issued by the foreign assets control regulations President of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With with Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001Terrorism”)) (the “, any related enabling legislation or any other similar Executive Order”) Orders, and (iib) no Embargoed Person shall have any direct interest, and to Borrower’s best knowledge, as of the USA PATRIOT Act)date hereof, based upon reasonable inquiry by Borrower, indirect interest, of any nature whatsoever in Borrower or any Indemnitor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Indemnitor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. At all times throughout the term of the Loan, including after giving effect to any Transfers permitted pursuant to the Loan Documents, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower or Guarantor shall constitute property of, or are beneficially owned, directly or indirectly, by any Person subject to trade restrictions under U.S. law, including including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224each such Person, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the an “Executive OrderEmbargoed Person”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower Borrower, Xxxxxx Borrowers, Xxxxxx Cushion Entity or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is or would be prohibited by Requirements of Law law or any the Loan made by the Lender is or would be in violation of Requirements of Law (“Embargoed Person”), law; (b) no Embargoed Person has shall have any interest of any nature whatsoever in the Borrower Borrower, Xxxxxx Borrowers, Xxxxxx Cushion Entity Table of Contents or any of its Subsidiaries Guarantor, as applicable, with the result that the Investment investment in the Borrower Borrower, Xxxxxx Borrowers, Xxxxxx Cushion Entity or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is or would be prohibited by Requirements of Law law or any the Loan is or would be in violation of Requirements of Law, law; and (c) none of the funds of Borrower’s , Xxxxxx Borrowers, Xxxxxx Cushion Entity or any of its Subsidiaries’ funds have been Guarantor, as applicable, shall be derived from any unlawful activity with the result that the Investment investment in the Borrower Borrower, Xxxxxx Borrowers, Xxxxxx Cushion Entity or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is or would be prohibited by Requirements of Law law or any Loans the Loan is or would be in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. At all times throughout the term of the Loan, including after giving effect to any Sale hereunder, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Indemnitor, if any, that are used to repay the Loan or of Borrower shall constitute property of, or are shall be beneficially ownedowned directly or, directly or to Borrower’s best knowledge, indirectly, by any Person subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that are identified on (1) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (OFAC), U.S. lawDepartment of the Treasury, including and/or to Borrower’s best knowledge, as of the date thereof, based upon reasonable inquiry by Borrower, on any other similar list maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., and any Executive Order or regulation promulgated thereunder, with the result that the investment in Borrower or any Indemnitor, as applicable (the “Trading With the Enemy Act”whether directly or indirectly), any is prohibited by law, or the Loan made by Lender would be in violation of law, or (2) Executive Order 13224 (September 23, 2001) issued by the foreign assets control regulations President of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With with Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001Terrorism”)) (the “, any related enabling legislation or any other similar Executive Order”) Orders, and (iib) no Embargoed Person shall have any direct interest, and to Borrower’s best knowledge, as of the USA PATRIOT Act)date hereof, based upon reasonable inquiry by Borrower, indirect interest, of any nature whatsoever in Borrower or any Indemnitor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Indemnitor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. (a) None At all times, throughout the term of the Borrower’s or Loan, including after giving effect to any Transfers permitted, pursuant to the Loan Documents, (a) none of its Subsidiaries’ the funds or other assets of Borrower or any Guarantor shall constitute property of, or are shall be beneficially owned, directly or indirectly, owned by any Person subject to trade restrictions under U.S. United States law, including including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (the “Trading With the Enemy PATRIOT Act”), ) of 2001 and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not thereunder, each as may be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating amended from time to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)time, with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly)Guarantor, is as applicable, would be prohibited by Requirements of Law or any Loan made by the Lender is in violation of Requirements of Law law (each, an “Embargoed Person”), or the Loan made by Lender would be in violation of law, (b) no Embargoed Person has shall have any interest of any nature whatsoever in the Borrower or any of its Subsidiaries Guarantor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly)Guarantor, is as applicable, would be prohibited by Requirements of Law law or any the Loan is would be in violation of Requirements of Lawlaw, and (c) none of the Borrower’s funds of Borrower or any of its Subsidiaries’ funds have been Guarantor, as applicable, shall be derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly)Guarantor, is as applicable, would be prohibited by Requirements of Law law or any Loans is the Loan would be in violation of Requirements of Law and law. (db) neither the Neither Borrower nor, to Borrower’s knowledge, any owner of its Subsidiaries, or any of their respective Affiliates Borrower (i) is listed on any Government Lists, (ii) is a “blocked person” as described person who has been determined by competent authority to be subject to the prohibitions contained in Presidential Executive Order No. 13224 (Sept. 23, 2001) or any other similar prohibitions contained in the Executive Order, rules and regulations of the Trading With the Enemy Act or the Office of Foreign Assets Control Regulations (“OFAC”) or in any enabling legislation or other Presidential Executive Orders in respect thereof, (iii) has been previously indicted for or convicted of any felony involving a crime or crimes of moral turpitude or for any Patriot Act Offense, or (iiiv) engages in is currently under investigation by any dealings or transactions, or be otherwise associated, with any such “blocked person”Governmental Authority for alleged criminal activity. For purposes hereof, the term “Patriot Act Offense” means any violation of determining whether the criminal laws of the United States of America or of any of the several states, or that would be a representation with respect criminal violation if committed within the jurisdiction of the United States of America or any of the several states, relating to terrorism or the laundering of monetary instruments, including any offense under (A) the criminal laws against terrorism; (B) the criminal laws against money laundering, (C) the Bank Secrecy Act, as amended, (D) the Money Laundering Control Act of 1986, as amended, or (E) the Patriot Act. “Patriot Act Offense” also includes the crimes of conspiracy to commit, or aiding and abetting another to commit, a Patriot Act Offense. For purposes hereof, the term “Government Lists” means (1) the Specially Designated Nationals and Blocked Persons Lists maintained by OFAC, (2) any other list of terrorists, terrorist organizations or narcotics traffickers maintained pursuant to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Rules and Regulations of OFAC that Lender notified Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities in writing is now included in “Government Lists”, or (b3) any similar lists maintained by the ownership United States Department of assets by a collective investment fund State, the United States Department of Commerce or any other Government Authority or pursuant to any Executive Order of the President of the United States of America that holds assets for employee benefit plans or retirement arrangementsLender notified Borrower in writing is now included in “Government Lists”.

Embargoed Person. At all times throughout the term of the Loan, including after giving effect to any Sale hereunder, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Indemnitor, if any, that are used to repay the Loan or of Borrower shall constitute property of, or are shall be beneficially ownedowned directly or, directly or to Borrower’s best knowledge, indirectly, by any Person person subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that are identified on (1) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (OFAC), U.S. lawDepartment of the Treasury, including and/or to Borrower’s best knowledge, as of the date thereof, based upon reasonable inquiry by Borrower, on any other similar list maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., and any Executive Order or regulation promulgated thereunder, with the result that the investment in Borrower or any Indemnitor, as applicable (the “Trading With the Enemy Act”whether directly or indirectly), any is prohibited by law, or the Loan made by Lender would be in violation of law, or (2) Executive Order 13224 (September 23, 2001) issued by the foreign assets control regulations President of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With with Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001Terrorism”)) (the “, any related enabling legislation or any other similar Executive Order”) Orders, and (iib) no Embargoed Person shall have any direct interest, and to Borrower’s best knowledge, as of the USA PATRIOT Act)date hereof, based upon reasonable inquiry by Borrower, indirect interest, of any nature whatsoever in Borrower or any Indemnitor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Indemnitor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. (a) None Tenant represents that as of the Borrower’s or any date of its Subsidiaries’ this Lease, and Tenant covenants that throughout the Term of this Lease: (a) Tenant is not, and shall not be, an Embargoed Person, (b) none of the funds or other assets of Tenant are or shall constitute property of, or are or shall be beneficially owned, directly or indirectly, by any Embargoed Person; (c) no Embargoed Person shall have any interest of any nature whatsoever in Tenant, with the result that the investment in Tenant (whether directly or indirectly) is or would be blocked or prohibited by law or that this Lease and performance of the obligations hereunder are or would be blocked or in violation of law and (d) none of the funds of Tenant are, or shall be derived from, any activity with the result that the investment in Tenant (whether directly or indirectly) is or would be blocked or in violation of law or that this Lease and performance of the obligations hereunder are or would be in violation of law. If any interests in Tenant shall be publicly traded, the foregoing representation and covenant shall not apply to any funds, interests or assets held by the holders of such publicly traded interests. “Embargoed Person” means a person, entity or government (i) identified on the Specially Designated Nationals and Blocked Persons List maintained by the United States Treasury Department Office of Foreign Assets Control and/or any similar list maintained pursuant to any authorizing statute, executive order or regulation and/or (ii) subject to trade restrictions under U.S. United States law, including but not limited toincluding, without limitation, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)under any such laws, with the result that the Investment investment in the Borrower or any of its Subsidiaries Tenant (whether directly or indirectly), is or would be prohibited by Requirements of Law law or any Loan made by the Lender this Lease is or would be in violation of Requirements of Law law and/or (“Embargoed Person”)iii) subject to blocking, (b) no Embargoed Person has any interest of any nature whatsoever in sanction or reporting under the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly)USA Patriot Act, is prohibited by Requirements of Law or any Loan is in violation of Requirements of Lawas amended; Executive Order 13224, (c) none as amended; Title 31, Parts 595, 596 and 597 of the Borrower’s U.S. Code of Federal Regulations, as they exist from time to time; and any other law or Executive Order or regulation through which the U.S. Department of the Treasury has or may come to have sanction authority. If any of its Subsidiaries’ funds have been derived from representation made by Tenant pursuant to this Section 8.19 shall become untrue Tenant shall within 10 days give written notice thereof to Landlord, which notice shall set forth in reasonable detail the reason(s) why such representation has become untrue and shall be accompanied by any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiariesrelevant notices from, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Ordercorrespondence with, the Trading With the Enemy Act applicable governmental agency or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsagencies.

Embargoed Person. (a) None of the Borrower’s or nor any of its Subsidiaries’ funds or other Subsidiary’s assets constitute property of, or are beneficially owned, directly or indirectly, by any Person subject to targeted by economic or trade restrictions sanctions under U.S. United States’ law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to includes, without limitation, (i) Executive Order No. 13224, effective as of September 24, 2001 2001, and relating to Blocking Property and Prohibiting Transactions Transaction With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with if the result of such ownership would be that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan made by the any Lender is would be in violation of Requirements of Law law (“Embargoed Person”), ; (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with Subsidiary if the result of such interest would be that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is would be in violation of Requirements of Law, law; (c) neither the Borrower nor any Subsidiary has engaged in business with Embargoed Persons if the result of such business would be that any Loan made by any Lender would be in violation of law; and (d) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or Subsidiary nor any of their respective Affiliates Controlled Affiliate (i) is or will become a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages or will engage in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangements.

Embargoed Person. To Borrower’s knowledge, as of the date hereof and at all times throughout the term of the Loan, including after giving effect to any transfers of interests permitted pursuant to the Loan Documents, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower, Operating Partnership, Mortgage Borrower or Guarantor constitute property of, or are beneficially owned, directly or indirectly, by any Person subject to trade restrictions person, entity or country which is a sanctioned person, entity or country under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for including regulations administered by the avoidance Office of doubt shall include but shall not be limited to Foreign Assets Control (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive OrderOFAC”) of the U.S. Department of the Treasury and (iithe Specially Designated Nationals List maintained by OFAC) the USA PATRIOT Act), with the result that the Investment investment in the Borrower, Mortgage Borrower or any of its Subsidiaries and/or Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any the Loan made by the Lender is in violation of Requirements of Applicable Law (“Embargoed Person”), ; (b) unless expressly waived in writing by Lender, no Embargoed Person has any interest of any nature whatsoever in the Borrower, Operating Partnership, Mortgage Borrower or any of its Subsidiaries Guarantor, as applicable, with the result that the Investment investment in the Borrower, Operating Partnership, Mortgage Borrower or any of its Subsidiaries and/or Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any the Loan is in violation of Requirements of Applicable Law, ; and (c) to the best knowledge of Borrower, none of the funds of Borrower’s , Operating Partnership, Mortgage Borrower or any of its Subsidiaries’ funds Guarantor, as applicable, have been derived from any unlawful activity with the result that the Investment investment in the Borrower, Operating Partnership, Mortgage Borrower or any of its Subsidiaries and/or Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any Loans the Loan is in violation of Requirements of Law Applicable Law. With respect to parties owning direct or indirect interests in Operating Partnership or Guarantor, Lender acknowledges that Borrower has relied exclusively on its U.S. broker dealer network to implement the normal and (d) neither customary investor screening practices mandated by applicable law and FINRA regulations in making the foregoing representation. Borrower covenants and agrees that in the event Borrower receives any notice that Borrower, any of its SubsidiariesOperating Partnership, Mortgage Borrower, or Guarantor (or any of their respective Affiliates beneficial owners, affiliates or participants) or any Person that has an interest in the Property is designated as an Embargoed Person, Borrower shall immediately notify Lender in writing. At Lender’s option, it shall be an Event of Default hereunder if Borrower, Mortgage Borrower, Guarantor, Operating Partnership or any other party to the Loan (iother than Lender, any Affiliate of Lender or any party acting on behalf of Lender) is a “blocked person” designated as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsan Embargoed Person.

Embargoed Person. As of the date hereof and at all times throughout the term of the Loan, including after giving effect to any transfers of interests permitted pursuant to the Loan Documents, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower or Guarantor constitute property of, or are beneficially owned, directly or indirectly, by any Person subject to trade restrictions person, entity or country which is a sanctioned person, entity or country under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for including regulations administered by the avoidance Office of doubt shall include but shall not be limited to Foreign Assets Control (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive OrderOFAC”) of the U.S. Department of the Treasury and (iithe Specially Designated Nationals List maintained by OFAC) the USA PATRIOT Act), with the result that the Investment investment in the Borrower or any of its Subsidiaries and/or Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any the Loan made by the Lender is in violation of Requirements of Applicable Law (“Embargoed Person”), ; (b) unless expressly waived in writing by Lender, no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries Guarantor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries and/or Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any the Loan is in violation of Requirements of Applicable Law, ; and (c) to the best knowledge of Borrower, none of the Borrower’s funds of Borrower or any of its Subsidiaries’ funds Guarantor, as applicable, have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries and/or Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Applicable Law or any Loans the Loan is in violation of Requirements Applicable Law. Notwithstanding the foregoing, to the extent that an Embargoed Person acquires a non-controlling interest in IREIT, either (1) without the knowledge of Law Borrower or IREIT, through a transaction brokered by a FINRA licensed broker dealer not affiliated with IREIT, provided such broker dealer has executed a dealer agreement or selling agreement with IREIT or an affiliate of IREIT in which it covenants to, among other things, comply with The USA PATRIOT Act (or any successor legislation), or (2) without the knowledge of Borrower or IREIT, after the initial sale or offering of such interests in IREIT, the resulting breach of the foregoing representations shall be deemed to be unintentional and not willful or grossly negligent for purposes of 13.1(a)(ii) hereof. Borrower covenants and agrees that in the event Borrower receives any notice that Borrower or Guarantor (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (ibeneficial owners, affiliates or participants) is a “blocked person” as described or any Person that has an interest in the Executive OrderProperty is designated as an Embargoed Person, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall immediately notify Lender in writing. At Lender’s option, it shall be required an Event of Default hereunder if Borrower, Guarantor or any other party to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsLoan is designated as an Embargoed Person.

Embargoed Person. As of the date hereof and at all times throughout the term of the Loan, including after giving effect to any Transfers permitted pursuant to the Loan Documents, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower, Mortgage Borrower, Principal, Indemnitor and Guarantor constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government subject to trade restrictions under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower Borrower, Mortgage Borrower, Principal, Indemnitor or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any the Loan made by the Lender is in violation of Requirements of Law law (“Embargoed Person”), ; (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower Borrower, Mortgage Borrower, Principal, Indemnitor or any of its Subsidiaries Guarantor, as applicable, with the result that the Investment investment in the Borrower Borrower, Mortgage Borrower, Principal, Indemnitor or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any the Loan is in violation of Requirements of Law, law; and (c) none of the funds of Borrower’s , Mortgage Borrower, Principal, Indemnitor or any of its Subsidiaries’ funds Guarantor, as applicable, have been derived from any unlawful activity with the result that the Investment investment in the Borrower Borrower, Mortgage Borrower, Principal, Indemnitor or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loans the Loan is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. As of the date hereof, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Borrower, Mezzanine A Borrower, Mortgage Borrower, or Operating Lessee constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government subject to trade restrictions under U.S. law, including but not limited to, the USA PATRIOT Act (including anti-terrorism provisions thereof), the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower Borrower, Mezzanine A Borrower, Mortgage Borrower, or any of its Subsidiaries Operating Lessee, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any the Loan made by the Lender is in violation of Requirements of Law law (“Embargoed Person”), ; (b) none of the funds or other assets of Borrower, Mortgage Borrower, or Operating Lessee constitute property of, or are beneficially owned, directly or indirectly, by any Embargoed Person; (c) no Embargoed Person has any interest of any nature whatsoever in the Borrower, Mezzanine A Borrower, Mortgage Borrower or any of its Subsidiaries Operating Lessee, as applicable, with the result that the Investment investment in the Borrower Borrower, Mezzanine A Borrower, Mortgage Borrower, or any of its Subsidiaries Operating Lessee, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any the Loan is in violation of Requirements of Law, law; and (cd) none of the funds of Borrower’s or any of its Subsidiaries’ funds , Mezzanine A Borrower, Mortgage Borrower, nor Operating Lessee, as applicable, have been derived from or are the proceeds of, any unlawful activity with the result that the Investment investment in the Borrower Borrower, Mezzanine A Borrower, Mortgage Borrower, or any of its Subsidiaries Operating Lessee, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loans the Loan is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. As of the date hereof and at all times throughout the term of any Loan, (a) None none of the Borrowerany North American Group Member’s or any of its Subsidiaries’ funds or other assets constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government subject to trade restrictions under U.S. law, including but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”), any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender Lenders is in violation of Requirements of Law law (“Embargoed Person”), ; (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries it with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan is in violation of Requirements of Law, law; (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries it (whether directly or indirectly), is prohibited by Requirements of Law law or any Loans is in violation of Requirements of Law law; and (d) neither the Borrower, it nor any of its Subsidiaries, or any of their respective Affiliates (i) is or will become a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages or will engage in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether or not a representation with respect to any indirect ownership is true or a covenant is being complied with under this Section 5.173.19, neither the Borrower nor any Subsidiary of the Borrower no North American Group Member shall be required to make any investigation into (ai) the ownership of publicly traded stock or other publicly traded securities or (bii) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangements.

Embargoed Person. At all times throughout the term of the Loan, including after giving effect to any Sale hereunder, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Indemnitor that are used to repay the Loan or of Borrower shall constitute property of, or are shall be beneficially ownedowned directly or, directly or to Borrower’s best knowledge, indirectly, by any Person person subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that are identified on (1) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (OFAC), U.S. lawDepartment of the Treasury, including and/or to Borrower’s best knowledge, as of the date thereof, based upon reasonable inquiry by Bxxxxxxx, on any other similar list maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., and any Executive Order or regulation promulgated thereunder, with the result that the investment in Borrower or any Indemnitor, as applicable (the “Trading With the Enemy Act”whether directly or indirectly), any is prohibited by law, or the Loan made by Lxxxxx would be in violation of law, or (2) Executive Order 13224 (September 23, 2001) issued by the foreign assets control regulations President of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With with Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001Terrorism”)) (the “, any related enabling legislation or any other similar Executive Order”) Orders, and (iib) no Embargoed Person shall have any direct interest, and to Borrower’s best knowledge, as of the USA PATRIOT Act)date hereof, based upon reasonable inquiry by Borrower, indirect interest, of any nature whatsoever in Borrower or any Indemnitor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Indemnitor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. Buyer and New Guarantor represent and warrant that (a) None to the best of their knowledge, none of the Borrower’s or any of its Subsidiaries’ funds or other assets of Buyer and New Guarantor constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government subject to trade restrictions under U.S. law, including including, but not limited to, USA PATRIOT Act (including the anti-terrorism provisions thereof), the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq§1701, et. Seq., The the Trading with the Enemy Act, 50 U.S.C. App. 1 et et. seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224thereunder, effective as of September 24, 2001 including those related to Specifically Designated Nationals and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan made by the Lender is in violation of Requirements of Law Specifically Designated Global Terrorists (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower Buyer or any of its Subsidiaries New Guarantor with the result that the Investment investment in the Borrower or any of its Subsidiaries Buyer (whether directly or indirectly), ) is prohibited by Requirements of Law or any Loan is in violation of Requirements of Law, law and (c) none of the Borrower’s funds of Buyer or any of its Subsidiaries’ funds New Guarantor have been derived from any unlawful activity with the result that the Investment investment in the Borrower Buyer or any of its Subsidiaries New Guarantor (whether directly or indirectly), ) is prohibited by Requirements of Law law or any Loans the Loan or is in violation of Requirements of Law law. Neither Buyer nor New Guarantor is (or will be) a Person with whom Lender is restricted from doing business under OFAC regulations (including those persons named on OFAC’s Specially Designated and Blocked Persons list) or under any statute, executive order (d) neither including the BorrowerSeptember 24, any of its Subsidiaries2001 #13224 Executive Order Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or any of their respective Affiliates (i) Support Terrorism), or other governmental action and is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act not or the Foreign Assets Control Regulations or (ii) engages shall not engage in any dealings or transactionstransactions or otherwise be associated with such Persons in violation of law and (x) neither Buyer nor New Guarantor, to the best of its knowledge, is engaged, and (y) each of Buyer and New Guarantor shall take commercially reasonable action to ensure that it does not hereafter engage, in any dealing or transactions or otherwise be otherwise associatedassociated with such Persons. In addition, to help the US Government fight the funding of terrorism and money laundering activities, The USA Patriot Act (and the regulations thereunder) requires the Lender to obtain, verify and record information that identifies its customers. Buyer shall provide the Lender with any such “blocked person”. For purposes of determining whether a representation additional information that the Lender deems necessary from time to time in order to ensure compliance with respect to The USA Patriot Act and any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsapplicable Legal Requirements concerning money laundering and similar activities.

Embargoed Person. At all times throughout the term of the Loans, (a) None none of the Borrower’s or any of its Subsidiaries’ funds or other assets of the Additional Borrower Parties that are used to repay the Loans shall constitute property of, or are shall be beneficially ownedowned directly or, directly or indirectlyto the knowledge of the Additional Borrower, by indirectly by, any Person subject to sanctions or trade restrictions under United States law ("Embargoed Person" or "Embargoed Persons") that is identified on (1) the "List of Specially Designated Nationals and Blocked Persons" (the "SDN List") maintained by the Office of Foreign Assets Control (OFAC), U.S. lawDepartment of the Treasury, including and/or to the knowledge of the Additional Borrower, as of the date thereof, based upon reasonable inquiry by the Additional Borrower, on any other similar list ("Other List") maintained by OFAC pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ Sections 1701 et seq., . The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)regulation promulgated thereunder, with the result that the Investment investment in the Borrower or any of its Subsidiaries the Additional Borrower Parties (whether directly or indirectly), ) is prohibited by Requirements of Law law, or any Loan the Loans made by the Lender is Lenders would be in violation of Requirements of Law law, or (“Embargoed Person”2) the Executive Order, any related enabling legislation or any other similar Executive Orders (collectively, "Executive Orders"), and (b) no Embargoed Person has shall have any interest direct interest, and to the knowledge of the Additional Borrower, as of the Effective Date, based upon reasonable inquiry by the Additional Borrower, indirect interest, of any nature whatsoever in the Borrower or any of its Subsidiaries the Additional Borrower Parties, with the result that the Investment investment in the Borrower or any of its Subsidiaries the Additional Borrower Parties (whether directly or indirectly), ) is prohibited by Requirements of Law law or any Loan is the Loans are in violation of Requirements of Law, (c) none of the Borrower’s or any of its Subsidiaries’ funds have been derived from any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Order, the Trading With the Enemy Act or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementslaw.

Embargoed Person. (a) None At all times throughout the Term of the Borrower’s or Loan, including after giving effect to any Transfers permitted pursuant to the Loan Documents, (i) none of its Subsidiaries’ the funds or other assets of Borrower or Guarantor, whether or not used to repay the Loan, shall constitute property of, or are shall be beneficially ownedowned directly or, directly or to Borrower’s knowledge, indirectly, by any Person person, entity or government subject to sanctions or trade restrictions under United States law (“Embargoed Person” or “Embargoed Persons”) that are identified on (A) the “List of Specially Designated Nationals and Blocked Persons” maintained by the Office of Foreign Assets Control (“OFAC”), U.S. lawDepartment of the Treasury’s FINCEN list, including or to Borrower’s knowledge, as of the date thereof, based upon reasonable inquiry by Borrower, on any other similar list maintained by OFAC or FINCEN pursuant to any authorizing statute including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., and any Executive Order or regulation promulgated thereunder, with the result that the investment in Borrower or any Guarantor, as applicable (the “Trading With the Enemy Act”whether directly or indirectly), any is prohibited by law, or the Loan made by Lender would be in violation of law, or (B) Executive Order 13224 (September 23, 2001) issued by the foreign assets control regulations President of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With with Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001Terrorism”)) (the “, any related enabling legislation or any other similar Executive Order”) Orders, and (ii) the USA PATRIOT Act)no Embargoed Person shall have any direct interest or, to Borrower’s knowledge, indirect interest, of any nature whatsoever in Borrower or any Guarantor, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any Loan made by the Lender is in violation of Requirements of Law (“Embargoed Person”), (b) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loan is in violation of Requirements law. (b) At all times throughout the Term of Lawthe Loan, none of any of Borrower or Guarantor, nor any Person Controlling, Controlled by or under common Control with any of Borrower or Guarantor, nor any Person (excluding shareholders of a publicly-held corporation having a direct or indirect interest in Borrower) having a beneficial interest in, or for whom any of Borrower or Guarantor is acting as agent or nominee in connection with the investment, is (a) a country, territory, person or entity named on an OFAC or FINCEN list, or is a Person that resides in or has a place of business in a country or territory named on such lists; (b) a Person residing in, or organized or chartered under the laws of a jurisdiction identified as non–cooperative by the Financial Action Task Force (“FATF”); or (c) none a Person whose funds originate from or will be routed through , an account maintained at a foreign shell bank or “offshore bank.” (c) None of Borrower or Guarantor, nor any Person Controlling, Controlled by or under common Control with Borrower or Guarantor is a “senior foreign political figure” or an “immediate family” member or “close associate” (as all such terms are defined below) of a senior foreign political figure within the meaning of the Borrower’s or any USA PATRIOT Act (i.e., the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of its Subsidiaries’ funds have been derived from any unlawful activity with 2001, H.R. 3162, Public Law 107–56, as may be amended). For the result that the Investment in the Borrower or any purposes of its Subsidiaries this subsection (whether directly or indirectlyc), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiaries, or any of their respective Affiliates (i) is “senior foreign political figure” means a “blocked person” as described senior official in the Executive Orderexecutive, legislative, administrative, military or judicial branches of a foreign government (whether elected or not), a senior official of a major foreign political party or a senior executive of a foreign government–owned corporation, and such term also includes any corporation, business or other entity that has been formed by, or for the Trading With the Enemy Act or the Foreign Assets Control Regulations or benefit of, a senior foreign political figure, (ii) engages “immediate family” of a senior foreign political figure includes the figure’s parents, siblings, spouse, children and in–laws, and (iii) “close associate” of a senior foreign political figure means a person who is widely and publicly known to maintain an unusually close relationship with the senior foreign political figure, and includes a person who is in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect position to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary conduct substantial domestic and international financial transactions on behalf of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementssenior foreign political figure.

Embargoed Person. (a) None At all times, throughout the term of the Borrower’s or Loan, including after giving effect to any Transfers, (i) none of its Subsidiaries’ the funds or other assets of Borrower or Guarantors shall constitute property of, or are shall be beneficially owned, directly or indirectly, by any Person subject to trade restrictions under U.S. United States law, including including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. ., the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (the “Trading With the Enemy PATRIOT Act”), ) of 2001 and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not thereunder, each as may be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating amended from time to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)time, with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantors, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law or any Loan made by the Lender is in violation of Requirements of Law law (each, an “Embargoed Person”), or the Loan made by Lender would be in violation of law, (bii) no Embargoed Person has shall knowingly have any interest of any nature whatsoever in the Borrower or any of its Subsidiaries Guarantors, as applicable, with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantors, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law law or any the Loan is would be in violation of Requirements of Lawlaw, and (ciii) none of the Borrower’s funds of Borrower or any of its Subsidiaries’ funds have been Guarantors, as applicable, shall be derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries Guarantors, as applicable (whether directly or indirectly), is would be prohibited by Requirements of Law law or any Loans is the Loan would be in violation of Requirements of Law and law. (db) neither the Neither Borrower nor, to Borrower’s knowledge, any owner of its Subsidiaries, a direct or any of their respective Affiliates indirect interest in Borrower (i) is listed on any Government Lists, (ii) is a “blocked person” as described person who has been determined by competent authority to be subject to the prohibitions contained in Presidential Executive Order No. 13224 (Sept. 23, 2001) or any other similar prohibitions contained in the Executive Order, rules and regulations of the Trading With the Enemy Act or the Office of Foreign Assets Control Regulations (“OFAC”) or in any enabling legislation or other Presidential Executive Orders in respect thereof, (iii) has been previously indicted for or convicted of any felony involving a crime or crimes of moral turpitude or for any Patriot Act Offense, or (iiiv) engages in is currently under investigation by any dealings or transactions, or be otherwise associated, with any such “blocked person”Governmental Authority for alleged criminal activity. For purposes hereof, the term “Patriot Act Offense” means any violation of determining whether the criminal laws of the United States of America or of any of the several states, or that would be a representation with respect criminal violation if committed within the jurisdiction of the United States of America or any of the several states, relating to terrorism or the laundering of monetary instruments, including any offense under (A) the criminal laws against terrorism; (B) the criminal laws against money laundering, (C) the Bank Secrecy Act, as amended, (D) the Money Laundering Control Act of 1986, as amended, or (E) the Patriot Act. “Patriot Act Offense” also includes the crimes of conspiracy to commit, or aiding and abetting another to commit, a Patriot Act Offense. For purposes hereof, the term “Government Lists” means (1) the Specially Designated Nationals and Blocked Persons Lists maintained by OFAC, (2) any other list of terrorists, terrorist organizations or narcotics traffickers maintained pursuant to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Rules and Regulations of OFAC that Lender notified Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities in writing is now included in “Government Lists”, or (b3) any similar lists maintained by the ownership United States Department of assets by a collective investment fund State, the United States Department of Commerce or any other Government Authority or pursuant to any Executive Order of the President of the United States of America that holds assets for employee benefit plans or retirement arrangementsLender notified Borrower in writing is now included in “Government Lists”.

Embargoed Person. Borrower covenants and aggress (a) None that it has performed and shall perform reasonable due diligence to ensure that at all times throughout the term of the Borrower’s or Loan, including after giving effect to any Transfers by Borrower to any Affiliates of its Subsidiaries’ Borrower permitted pursuant to the Loan Documents, (i) none of the funds or other assets of Borrower constitute property of, or are beneficially owned, directly or indirectly, by any Person person, entity or government named on the OFAC List, subject to trade restrictions under U.S. law, including including, but not limited to, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (., the “Trading With the Enemy Act”)Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001, U.S. Public Law 107-56 and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act), with the result that the Investment investment in the Borrower Borrower, Principal or any of its Subsidiaries Guarantor, as applicable (whether directly or indirectly), is prohibited by Requirements of Law law or any the Loan made by the Lender is in violation of Requirements of Law law (“Embargoed Person”), (bii) no Embargoed Person has any interest of any nature whatsoever in the Borrower or any of its Subsidiaries with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law law or any the Loan is in violation of Requirements of Lawlaw, (ciii) none of the Borrower’s or any funds of its Subsidiaries’ funds Borrower have been derived from any unlawful activity with the result that the Investment investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law law or any Loans the Loan is in violation of Requirements law, (iv) Borrower, Principal and guarantor are in full compliance with all applicable orders, rules, regulations and recommendations of Law The Office of Foreign Asset Control of the U.S. Department of Treasury (“OFAC”), and (dv) neither no proceeds of the Loan will be used to fund any operations in, finance any investments or activities in or make any payments to, Embargoed Person; (b) that in the event Borrower receives any notice that Borrower, any of its Subsidiaries, Principal or Guarantor (or any of their respective Affiliates (ibeneficial owners, affiliates or participants) become listed on the OFAC List, Annex or any other list promulgated under the Patriot Act or is indicted, arraigned, or custodially detained on charges involving money laundering or predicate crimes to money laundering, Borrower shall immediately notify Lender. It shall be an Event of Default hereunder if Borrower, Guarantor, any Principal or any Affiliate of Borrower that is a “blocked person” as described in party to any Loan Document becomes listed on any list promulgated under the Executive Order, the Trading With the Enemy Patriot Act or the Foreign Assets Control Regulations is indicted, arraigned or (ii) engages in any dealings custodially detained on charges involving money laundering or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect predicate crimes to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsmoney laundering.

Embargoed Person. (a) None Tenant represents that as of the Borrower’s or any date of its Subsidiaries’ this Lease, and Tenant covenants that throughout the Effective Period: (i) Tenant is not, and shall not be, an Embargoed Person, (ii) none of the funds or other assets of Tenant are or shall constitute property of, or are or shall be beneficially owned, directly or indirectly, by any Embargoed Person; (iii) no Embargoed Person shall have any interest of any nature whatsoever in Tenant, with the result that the investment in Tenant (whether directly or indirectly) is or would be blocked or prohibited by law or that this Lease and performance of the obligations hereunder are or would be blocked or in violation of law and (iv) none of the funds of Tenant are, or shall be derived from, any activity with the result that the investment in Tenant (whether directly or indirectly) is or would be blocked or in violation of law or that this Lease and performance of the obligations hereunder are or would be in violation of law. “Embargoed Person” means a person, entity or government (x) identified on the Specially Designated Nationals and Blocked Persons List maintained by the United States Treasury Department Office of Foreign Assets Control and/or any similar list maintained pursuant to any authorizing statute, executive order or regulation and/or (y) subject to trade restrictions under U.S. United States law, including but not limited toincluding, without limitation, the International Emergency Economic Powers Act, 50 U.S.C. §§ 1701 et seq., The Trading with the Enemy Act, 50 U.S.C. App. 1 et seq. (the “Trading With the Enemy Act”)., and any of the foreign assets control regulations of the United States Treasury Department (31 C.F.R., Subtitle B, Chapter V, as amended) (the “Foreign Assets Control Regulations”) or any enabling legislation Executive Orders or regulations promulgated thereunder or executive order relating thereto (which for the avoidance of doubt shall include but shall not be limited to (i) Executive Order No. 13224, effective as of September 24, 2001 and relating to Blocking Property and Prohibiting Transactions With Persons Who Commit, Threaten to Commit, or Support Terrorism (66 Fed. Reg. 49079 (2001)) (the “Executive Order”) and (ii) the USA PATRIOT Act)under any such laws, with the result that the Investment investment in the Borrower or any of its Subsidiaries Tenant (whether directly or indirectly), is or would be prohibited by Requirements of Law law or any Loan made by the Lender this Lease is or would be in violation of Requirements of Law law and/or (“Embargoed Person”)z) subject to blocking, (b) no Embargoed Person has any interest of any nature whatsoever in sanction or reporting under the Borrower or any of its Subsidiaries with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly)USA Patriot Act, is prohibited by Requirements of Law or any Loan is in violation of Requirements of Lawas amended; Executive Order 13224, (c) none as amended; Title 31, Parts 595, 596 and 597 of the Borrower’s U.S. Code of Federal Regulations, as they exist from time to time; and any other law or Executive Order or regulation through which the U.S. Department of the Treasury has or may come to have sanction authority. If any of its Subsidiaries’ funds have been derived from representation made by Tenant pursuant to this Section 8.19(a) shall become untrue, Tenant shall within 10 days give written notice thereof to Landlord, which notice shall set forth in reasonable detail the reason(s) why such representation has become untrue and shall be accompanied by any unlawful activity with the result that the Investment in the Borrower or any of its Subsidiaries (whether directly or indirectly), is prohibited by Requirements of Law or any Loans is in violation of Requirements of Law and (d) neither the Borrower, any of its Subsidiariesrelevant notices from, or any of their respective Affiliates (i) is a “blocked person” as described in the Executive Ordercorrespondence with, the Trading With the Enemy Act applicable governmental agency or the Foreign Assets Control Regulations or (ii) engages in any dealings or transactions, or be otherwise associated, with any such “blocked person”. For purposes of determining whether a representation with respect to any indirect ownership is true under this Section 5.17, neither the Borrower nor any Subsidiary of the Borrower shall be required to make any investigation into (a) the ownership of publicly traded stock or other publicly traded securities or (b) the ownership of assets by a collective investment fund that holds assets for employee benefit plans or retirement arrangementsagencies.