Common use of Escrows Clause in Contracts

Escrows. Mortgagor shall deposit with Mortgagee, or at Mortgagee’s request, with its servicing agent, on the first day of each and every month hereafter as a deposit to pay the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal to the estimated Charges for the next due payment, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 Thereafter an amount equal to one-twelfth (1/12th) of the estimated annual Charges due on the Mortgaged Property. Mortgagee will, upon the presentation to Mortgagee by Mortgagor of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse Mortgagor for such payments made by Mortgagor. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor shall pay to Mortgagee on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event of Default shall occur under the terms of this Mortgage, Mortgagee may, at its option, without being required so to do, apply any deposits on hand to the Indebtedness, in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the Indebtedness, shall be held for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent and may be commingled with other funds of Mortgagee, or its servicing agent, shall be held without any allowance of interest thereon and shall not be subject to the decision or control of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged Property, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxx.

Escrows. Mortgagor (a) At the Closing, the Buyer shall deposit with Mortgageethe Escrow Agent, or at Mortgagee’s requestby wire transfer of immediately available funds $1,572,000 of the Purchase Price (the “Tax Escrow Deposit” and, together with its servicing agentinterest earned thereon, on the first day of each “Tax Escrow Fund”), to be held in an escrow account in accordance with the Escrow Agreement and every month hereafter as a deposit this Agreement to pay the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal provide security to the estimated Charges Buyer solely with respect to (i) the real property tax liabilities (each, a “Tax Liability” and collectively, the “Tax Liabilities”) identified in that certain letter dated June 28, 2016 from the USVI Lieutenant Governor attached as Exhibit L hereto, and (ii) the Tax liens identified on Exhibit M hereto (each, a “Tax Lien” and together, the “Tax Liens”). The Tax Escrow Fund shall be used solely to satisfy Tax Liens and Tax Liabilities and shall not be used for any other Losses. The Tax Escrow Fund shall be disbursed at such times and in such amounts as Buyer and Parent shall mutually agree in accordance with the next due paymentfollowing: (i) At such time that Parent provides Buyer with evidence reasonably satisfactory to Buyer that a Tax Lien has been released in full, taking into consideration Buyer and Parent shall execute and deliver a joint instruction letter to the amounts Escrow Agent that instructs the Escrow Agent to disburse to Parent from the Tax Escrow Fund the amount listed on Exhibit L for such Tax Lien, unless it is determined that the amount of the Liability for other Tax Liens or Tax Liabilities that have not been released and satisfied exceed the amount listed with respect thereto on Exhibit L or M, as applicable, in which case the amount disbursed to Parent will be deposited in subsection 2.2.2 prior to such next due payment, all as determined reduced by Lender; and 2.2.2 Thereafter an amount equal to one-twelfth such excess. (1/12thii) At such time that Parent provides Buyer with evidence reasonably satisfactory to Buyer that a Tax Liability has been satisfied in full, whether by offset against credit balances for overpaid franchise taxes or otherwise, Buyer and Parent shall work together in good faith to determine the amount to be disbursed to Parent (if any) from the Tax Escrow Fund for the satisfaction of such Tax Liability and following such determination, execute and deliver a joint instruction letter to the Escrow Agent that instructs the Escrow Agent to disburse to Parent such amount. (iii) If mutually agreed by Parent and Buyer, they shall instruct the Escrow Agent to disburse funds from the Tax Escrow Fund directly to the appropriate Tax authority to pay Liabilities for Taxes determined to be owing in excess of credit balances for overpaid franchise taxes or otherwise. (iv) To the extent Buyer or any of its Affiliates pays or satisfies Tax Liens or Tax Liabilities by offset against Tax credits or receivables (other than via offset against Tax receivables included in the final calculation of Net Working Capital), Buyer and Parent shall execute and deliver a joint instruction to the Escrow Agent that instructs the Escrow Agent to disburse to Buyer an amount equal to the amount so paid or offset. (v) At such time as all Tax Liens and Tax Liabilities have been satisfied in full, Buyer and Parent shall execute and deliver a joint instruction letter to the Escrow Agent that instructs the Escrow Agent to disburse to the balance of the estimated annual Charges due on Tax Escrow Fund, if any, to Parent. The Buyer and Parent acknowledge the Mortgaged Propertyinterplay between the Tax Liens and Tax Liabilities and the tax receivables and tax liabilities included in the final Net Working Capital as determined in accordance with Section 2.05. Mortgagee willAccordingly, upon at all times, Parent and Buyer shall cooperate in good faith to give proper consideration to such interplay so as to avoid either party receiving the presentation to Mortgagee benefit of double-counting. (b) At the Closing, the Buyer shall deposit with the Escrow Agent, by Mortgagor wire transfer of immediately available funds $14,500,000 of the bills thereforPurchase Price (the “Indemnity Escrow Deposit” and, pay together with interest earned thereon, the Charges from such deposits or will upon presentation of receipted bills therefor“Indemnity Escrow Fund”), reimburse Mortgagor to be held in an escrow account in accordance with the Escrow Agreement and this Agreement as security to the Buyer for such payments made by MortgagorParent’s indemnification obligations under this Agreement. In On the event the deposits on hand shall not be sufficient to pay all 15th month anniversary of the estimated Charges when Closing Date, the same shall become due from time balance of the Indemnity Escrow Fund, less any amounts subject to time, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor shall pay to Mortgagee on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made outstanding claims for such items. If a default or an Event of Default shall occur under the terms of this Mortgage, Mortgagee may, at its option, without being required so to do, apply any deposits on hand to the Indebtedness, in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the IndebtednessLosses, shall be held released to Parent in accordance with this Agreement and the Escrow Agreement. (c) If on the 15th month anniversary of the Closing, any claim by Buyer for Losses to be paid from the purposes for which made as herein providedIndemnity Escrow Fund remains outstanding or a balance remains in the Tax Escrow Fund, may the Escrow Agreement and respective escrow accounts shall remain in place, and an amount equal to such Losses or other balance, if applicable, shall continue to be held by Mortgagee or its servicing agent the Escrow Agent thereunder until final resolution of all of such claims and may be commingled with other funds matters, as applicable, and the disbursement in full of Mortgageethe Escrow Amount, or its servicing agent, at which time the Escrow Agreement shall be held without any allowance of interest thereon terminated in accordance with this Agreement and the Escrow Agreement. (d) Without limiting the foregoing, the Buyer shall not be subject afford the Parent and its designees and representatives reasonable access to the decision or control of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any paymentsbooks, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy records (including accountants’ work papers) and employees of the sameCompany and the Seller Entities, in each case, to the extent the Parent reasonably requests in connection with satisfying a Tax Lien or Tax Liability or a request for a disbursement from the Tax Escrow Fund, in accordance with this Agreement and the Escrow Agreement. If the taxes shown in the tax statement The Buyer shall be levied on property more extensive than the Mortgaged Propertyalso provide Parent with prompt written notice, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right with reasonable supporting documentation, of its satisfaction of any Tax Lien or Tax Liability pursuant to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxxSection 2.03(a)(iv).

Escrows. Mortgagor Upon demand, Borrower shall deposit with Mortgageethe Lender, or at MortgageeLender’s request, with its servicing agent, on the first day of each and every month hereafter as a deposit to pay the costs of taxes taxes, assessments and assessments insurance premiums next due (“Charges”): 2.2.1 (a) Initially a sum such that the amounts to be deposited pursuant to (b) next and such initial sum shall equal to the estimated Charges for the next due payment, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 (b) Thereafter an amount equal to one-twelfth (1/12th) of the estimated annual Charges due on the Mortgaged PropertyPremises. Mortgagee Lender will, upon the presentation to Mortgagee the Lender by Mortgagor the Borrower of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse Mortgagor the Borrower for such payments made by Mortgagorthe Borrower. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor the Borrower shall pay to Mortgagee the Lender on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event event of Default default shall occur under the terms of this Mortgage, Mortgagee Mortgage the Lender may, at its option, without being required so to do, apply any deposits on hand to the IndebtednessIndebtedness Secured Hereby, in such order and manner as Mortgagee the Lender may elect. When the Indebtedness Secured Hereby has been fully paid any remaining deposits shall be returned to Mortgagor the Borrower as its interest may appear. All deposits are hereby pledged as additional security for the IndebtednessIndebtedness Secured Hereby, shall be held for the purposes for which made as herein provided, may be held by Mortgagee Lender or its servicing agent and may be commingled with other funds of Mortgageethe Lender, or its servicing agent, shall be held without any allowance of interest thereon and shall not be subject to the decision or control of Mortgagorthe Borrower. Neither Mortgagee Lender nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee Lender or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged PropertyPremises, then the amounts in escrow escrowed shall be based on the entire tax xxxx and Mortgagor Borrower shall have no right to require an apportionment and Mortgagee Lender or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee the Lender shall be under no duty to seek a tax division or apportionment of the tax xxxx.

Escrows. Except to the extent waived by Mortgagee, Mortgagor shall deposit with Mortgagee, or at Mortgagee’s request, with its servicing agent, on the first fifteenth (15th) day of each and every month hereafter as month, commencing with the date the first payment of interest and/or principal and interest shall become due on the Indebtedness, a deposit to pay the costs of taxes Impositions and assessments next due insurance premiums (hereinafter collectively referred to as the “Charges”):) in an amount equal to: 2.2.1 Initially a sum equal (a) One-twelfth (1/12) of the annual Impositions next to become due upon the estimated Charges for Premises; provided that, with the next due paymentfirst such deposit, taking into consideration the amounts to there shall be deposited in subsection 2.2.2 prior addition an amount as estimated by Mortgagee which, when added to monthly deposits to be made thereafter as provided for herein, shall assure to Mortgagee’s satisfaction that there will be sufficient funds on deposit to pay the Impositions as they come due; plus (b) One-twelfth (1/12) of the annual premiums on each policy of insurance required to be maintained hereunder; provided that with the first such next due paymentdeposit there shall be deposited, all as determined by Lender; and 2.2.2 Thereafter in addition, an amount equal to one-twelfth (1/12th1/12) of such annual insurance premiums multiplied by the estimated annual Charges number of months elapsed between the date premiums on each policy were last paid to and including the date of deposit; provided that the amount of such deposits shall be based upon Mortgagee’s estimate as to the amount of Impositions and premiums of insurance next to be payable and may require that the full amount of such payment will be available to Mortgagee at least one month in advance of the due on the Mortgaged Propertydate. Mortgagee Mortgagee, or its servicing agent will, upon the timely presentation to Mortgagee by Mortgagor of the bills therefor, pay the Charges from such deposits deposits. Mortgagor agrees to cooperate and assist in obtaining of tax bills when requested by Mortgagee or will upon presentation of receipted bills therefor, reimburse Mortgagor for such payments made by Mortgagorits servicing agent. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor shall immediately pay to Mortgagee Mortgagee, or its servicing agent, on demand demand, any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to towards subsequent payments to be made for such itemsCharges. Loan No. 09090 17 If a default or an Event of Default shall occur under the terms of this Mortgage, Mortgagee may, at its option, without being required so to do, apply any deposits on hand to the payment of Charges whether then due or not or to the Indebtedness, in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the Indebtedness, shall be held for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent and may be commingled with other funds of Mortgagee, or its servicing agent, shall be held without any allowance of interest thereon and without fiduciary responsibility on the part of Mortgagee or its agents and shall not be subject to the decision direction or control of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged PropertyPremises, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxx, and any payment of taxes based on a larger parcel shall be paid by Mortgagor and Mortgagor shall expeditiously cause a tax subdivision to be made.

Escrows. From and after the occurrence of any Event of Default, Mortgagor shall deposit with Mortgagee, or at Mortgagee’s request, with its servicing agent, Mortgagee on the first day of each and every month hereafter as a deposit to pay the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal to the estimated Charges for the next due paymenthereafter, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 Thereafter an amount equal to one-twelfth (1/12th) of the estimated annual Charges taxes and assessments (the "Charges") due on or relating to the Mortgaged PropertyProperty as estimated by Mortgagee. From time to time out of such deposits and to the extent such deposits are sufficient Mortgagee will, upon the presentation to Mortgagee by Mortgagor of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse Mortgagor for such payments made by Mortgagor. In the event (a) the deposits on hand shall are not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or (b) Mortgagee estimates that the prior current monthly deposits shall be are less than the currently estimated monthly amountsamounts necessary to pay the Charges as they become due from time to time, then Mortgagor shall pay to Mortgagee on demand any the amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event of Default Default, as herein defined, shall occur under the terms of this Mortgage, the Loan Agreement, or the Note, Mortgagee may, at its option, without being required so to dodo so, apply any deposits on hand to the Indebtedness, Indebtedness in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appearor other person entitled thereto. All deposits are hereby pledged as additional security for the Indebtedness, Indebtedness and shall be held for the purposes for which made as herein provided, . Such deposits may be held by Mortgagee or its servicing agent and may be commingled with other funds of Mortgagee, or its servicing agent, and shall be held without any allowance of interest thereon and shall not be subject to the decision or control of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy The enforceability of the same. If the covenants relating to taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged Property, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxx.assessments provided in

Escrows. Mortgagor Grantor shall deposit with Mortgageethe Beneficiary, or at Mortgagee’s Beneficiary's request, with its servicing agent, on the first day of each and every month hereafter as a deposit to pay the costs of taxes taxes, assessments and assessments insurance premiums next due (“"Charges”"): 2.2.1 (a) Initially a sum such that the amounts to be deposited pursuant to (b) next and such initial sum shall equal to the estimated Charges for the next due payment, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 (b) Thereafter an amount equal to one-twelfth (1/12th) of the estimated annual Charges due on the Mortgaged PropertyPremises. Mortgagee Beneficiary will, upon the presentation to Mortgagee the Beneficiary by Mortgagor the Grantor of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse Mortgagor the Grantor for such payments made by Mortgagorthe Grantor. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor the Grantor shall pay to Mortgagee the Beneficiary on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event event of Default default shall occur under the terms of this Mortgage, Mortgagee Deed of Trust the Beneficiary may, at its option, without being required so to do, apply any deposits on hand to the IndebtednessIndebtedness Secured Hereby, in such order and manner as Mortgagee the Beneficiary may elect. When the Indebtedness Secured Hereby has been fully paid any remaining deposits shall be returned to Mortgagor the Grantor as its interest may appear. All deposits are hereby pledged as additional security for the IndebtednessIndebtedness Secured Hereby, shall be held for the purposes for which made as herein provided, may be held by Mortgagee Beneficiary or its servicing agent and may be commingled with other funds of Mortgageethe Beneficiary, or its servicing agent, shall be held without any allowance of interest thereon and shall not be subject to the decision or control of Mortgagorthe Grantor. Neither Mortgagee Beneficiary nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee Beneficiary or its servicing agent may rely on any statement, xxxx or bill xx estimate procured from or issued by the payee without inquiry into the validity or accuracy of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged PropertyPremises, then the amounts in escrow escrowed shall be based on the entire tax xxxx and Mortgagor bill xxx Grantor shall have no right to require an apportionment and Mortgagee Beneficiary or its servicing agent may pay the entire tax xxxx notwithstanding bill xxxwithstanding that such taxes pertain in part to other property and Mortgagee the Beneficiary shall be under no duty to seek a tax division or apportionment of the tax xxxxbill.

Escrows. Mortgagor shall deposit with Mortgagee, The Buyer is entitled to all or at Mortgagee’s request, with its servicing agent, on a portion of the first day of each and every month hereafter as a deposit to pay the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal Working Capital Escrowed Cash to the estimated Charges for the next due payment, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 Thereafter an amount equal to one-twelfth (1/12th) extent of any obligations of the estimated annual Charges due on Seller under Section 2.6 and the Mortgaged Property. Mortgagee will, upon Indemnity Escrowed Shares to the presentation to Mortgagee by Mortgagor extent of any obligations of the bills thereforSeller under Section 9.2. To the extent funds or Indemnity Escrowed Shares, pay as applicable, are due to Buyer, Buyer and Seller shall jointly instruct the Charges from Working Capital Escrow Agent or the Indemnity Escrow Agent, as applicable, to release such deposits funds or will upon presentation of receipted bills therefor, reimburse Mortgagor for such payments made Indemnity Escrowed Shares to Buyer that are specified with reasonable detail by Mortgagorthe Seller. In the event there is a dispute regarding the deposits on hand shall not amount of funds or shares to be sufficient to pay all released from the Working Capital Escrow Account or the Indemnity Escrow Account, only that portion of the estimated Charges when the same shall become due from time to time, funds or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor shall pay to Mortgagee on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event of Default shall occur under the terms of this Mortgage, Mortgagee may, at its option, without being required so to do, apply any deposits on hand to the Indebtedness, shares in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the Indebtedness, dispute shall be held back and not released until resolution of the dispute. If any Indemnity Escrowed Shares remains in the Indemnity Escrow Account on the second anniversary of the Closing Date and there is no indemnity Claim of the Buyer then still unresolved (or otherwise once all such Claims are resolved), the Parties shall execute and deliver to the Indemnity Escrow Agent joint written instructions promptly to deliver all such remaining shares to Seller. If any Working Capital Escrowed Cash (or interest thereon) remains in the Working Capital Escrow Account on the date that such Working Capital Adjustment is resolved and there is no Working Capital Adjustment payable to Buyer, the Parties shall execute and deliver to the Working Capital Escrow Agent joint written instructions promptly to deliver all such amounts by wire transfer of immediately available funds to Seller. For the purposes of valuing any Indemnity Escrowed Shares to be released from the Indemnity Escrow Account in satisfaction of an indemnity claim under this Agreement, such Indemnity Escrowed Shares shall be valued based upon the volume-weighted average price of a share of Xxxxx Common Stock for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent and may be commingled with other funds 20 trading day period ending at the close of Mortgagee, or its servicing agent, shall be held without any allowance of interest thereon and shall not be subject to trading on the decision or control of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by NYSE immediately preceding the payee without inquiry into the validity or accuracy date of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged Property, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxxjoint written instruction.

Escrows. Mortgagor shall deposit with pay to Mortgagee, or at Mortgagee’s requesttogether with and in addition to the monthly payments of principal and interest provided for in the Note (which shall be by Automated Clearing House if provided for in the Note for installment payments thereunder), with its servicing agent, on the first day of each and every month hereafter as a deposit an amount reasonably estimated by Mortgagee to be sufficient to pay the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal to the estimated Charges for the next due payment, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 Thereafter an amount equal to one-one twelfth (1/12th1/12) of the estimated annual Charges due on real estate taxes (including other charges against the Mortgaged Property. Premises by governmental or quasi-governmental bodies but excluding special assessments which are to be paid as the same become due and payable) and one-twelfth (1/12) of the annual premiums on insurance required in Section 2-4 hereof to be held by Mortgagee will, and used to pay said taxes and insurance premiums when same shall fall due; provided that upon the presentation to Mortgagee by Mortgagor occurrence of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse Mortgagor for such payments made by Mortgagor. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor shall pay to Mortgagee on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event of Default shall occur under the terms of this Mortgagethat continues beyond applicable notice and cure period, Mortgagee may, at its option, without being required so to do, may apply any deposits on hand to the Indebtedness, in such order and manner funds as Mortgagee may electshall deem appropriate. When If at the Indebtedness has been fully paid any remaining deposits time that payments are to be made, the funds set aside for payment of either taxes or insurance premiums are insufficient, Mortgagor shall upon demand pay such additional sums as Mortgagee shall determine to be necessary to cover the required payment. Mortgagee need not segregate such funds. No interest shall be returned payable to Mortgagor upon any such payments. Notwithstanding the foregoing, Mortgagee waives the collection of escrow deposits for insurance and real estate taxes for so long as its interest may appear. All deposits all of the following conditions are hereby pledged complied with: (a) A Credit Tenant (as additional security for the Indebtedness, shall be held for the purposes for which made as herein provided, may be held determined by Mortgagee or from time to time in its servicing agent sole but reasonable discretion) is paying taxes and may be commingled with other funds insurance directly; (b) no Event of MortgageeDefault (as defined in Section 4-1) has occurred and is continuing beyond any applicable notice and cure period; (c) the ownership and management of the Mortgaged Premises remain as constituted as of the date hereof, or its servicing agent, shall be held without any allowance of interest thereon and shall not be subject to the decision rights of Mortgagor under the penultimate paragraph of Section 1-4 above; (d) Mortgagee has received an XXXXX 28 Evidence of Commercial Property Insurance (2003 form) or control an XXXXX 27 Evidence of Mortgagor. Neither Property Insurance (3/93 form) and an XXXXX 25 Certificate of Liability Insurance (covering all types of insurance required by Mortgagee) before the expiration date of insurance policies then in force; (e) Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by receives satisfactory evidence of payment of insurance premiums before the payee without inquiry into the validity or accuracy expiration date of the same. If policies then in force; and (f) Mortgagee receives satisfactory evidence of payment of real estate taxes before the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged Property, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxxsame are delinquent.

Escrows. Mortgagor shall deposit with pay to Mortgagee, or at Mortgagee’s requesttogether with and in addition to the monthly payments of principal and interest provided for in the Note (which shall be by Automated Clearing House if provided for in the Note for installment payments thereunder), with its servicing agent, on the first day of each and every month hereafter as a deposit an amount reasonably estimated by Mortgagee to be sufficient to pay the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal to the estimated Charges for the next due payment, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 Thereafter an amount equal to one-one twelfth (1/12th1/12) of the estimated annual Charges due on real estate taxes (including other charges against the Mortgaged Property. Mortgagee will, upon Premises by governmental or quasi-governmental bodies but excluding special assessments which are to be paid as the presentation to Mortgagee by Mortgagor same become due and payable) and one-twelfth (1/12) of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse Mortgagor for such payments made by Mortgagor. In the event the deposits annual premiums on hand shall not be sufficient insurance required in Section 2-4 hereof to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor shall pay to Mortgagee on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event of Default shall occur under the terms of this Mortgage, Mortgagee may, at its option, without being required so to do, apply any deposits on hand to the Indebtedness, in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the Indebtedness, shall be held for the purposes for which made as herein provided, may be held by Mortgagee and used to pay said taxes and insurance premiums when same shall fall due; provided that upon the occurrence of an Event of Default, Mortgagee may apply such funds as Mortgagee shall deem appropriate. If at the time that payments are to be made, the funds set aside for payment of either taxes or its servicing agent and may insurance premiums are insufficient, Mortgagor shall upon demand pay such additional sums as Mortgagee shall determine to be commingled with other funds of Mortgagee, or its servicing agent, necessary to cover the required payment. Mortgagee need not segregate such funds. No interest shall be held without payable to Mortgagor upon any allowance of interest thereon and shall not be subject to such payments. Notwithstanding the decision or control of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any paymentsforegoing, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by waives the payee without inquiry into the validity or accuracy collection of escrow deposits for insurance and real estate taxes for so long as all of the same. If following conditions are complied with: (a) no Event of Default (as defined in Section 4-1) has occurred and is continuing; (b) the taxes shown in the tax statement shall be levied on property more extensive than ownership and management of the Mortgaged Property, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment Premises remain as constituted as of the tax xxxxdate hereof; (c) Mortgagee has received an XXXXX 28 Evidence of Commercial Property Insurance (2003 form) and an XXXXX 25 Certificate of Liability Insurance (covering all types of insurance required by Mortgagee) before the expiration date of insurance policies then in force; (d) Mortgagee receives satisfactory evidence of payment of insurance premiums before the expiration date of the policies then in force; and (e) Mortgagee receives satisfactory evidence of payment of real estate taxes before the same are delinquent.

Escrows. Mortgagor shall deposit with Mortgagee, or at Mortgagee’s 's request, with its servicing agent, on the first day of each and every month hereafter as month, commencing with the date the first payment of interest and/or principal and interest shall become due on the Indebtedness, a deposit to pay the costs Impositions and insurance premiums (hereinafter collectively referred to as the "Charges") in an amount equal to: (a) One-twelfth (1/12) of taxes and assessments the annual Impositions next to become due (“Charges”): 2.2.1 Initially a sum equal to upon the estimated Charges for Premises; provided that, with the next due paymentfirst such deposit, taking into consideration the amounts to there shall be deposited in subsection 2.2.2 prior addition an amount as estimated by Mortgagee which, when added to monthly deposits to be made thereafter as provided for herein, shall assure to Mortgagee's satisfaction that there will be sufficient funds on deposit to pay the Impositions as they come due; plus (b) One-twelfth (1/12) of the annual premiums on each policy of insurance required to be maintained hereunder; provided that with the first such next due paymentdeposit there shall be deposited, all as determined by Lender; and 2.2.2 Thereafter in addition, an amount equal to one-twelfth (1/12th1/12) of such annual insurance premiums multiplied by the estimated annual Charges number of months elapsed between the date premiums on each policy were last paid to and including the date of deposit; provided that the amount of such deposits shall be based upon Mortgagee's estimate as to the amount of Impositions and insurance premiums next to be payable and may require that the full amount of such payment will be available to Mortgagee at least one month in advance of the due on the Mortgaged Propertydate. Mortgagee will, upon the timely presentation to Mortgagee by Mortgagor of the bills therefor, pay the Charges from such deposits or will upon presentation deposits. Mortgagor agrees to cooperate and assist in obtaining of receipted tax bills therefor, reimburse Mortgagor for such payments made when requested by MortgagorMortgagee. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor shall immediately pay to Mortgagee on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to towards subsequent payments to be made for such itemsCharges. If a default or an Event of Default shall occur under the terms of this Mortgage, Mortgagee may, at its option, without being required so to do, apply any deposits on hand to the payment of Charges whether then due or not or to the Indebtedness, in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the Indebtedness, shall be held for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent and may be commingled with other funds of Mortgagee, or its servicing agent, shall be held without any allowance of interest thereon and without fiduciary responsibility on the part of Mortgagee or its agents and shall not be subject to the decision direction or control of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged PropertyPremises, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxx, and any payment of taxes based on a larger parcel shall be paid by Mortgagor and Mortgagor shall expeditiously cause a tax subdivision to be made.

Escrows. Mortgagor shall deposit with Mortgagee, or at Mortgagee’s request, with its servicing agent, on The loan documents require the first day of each and every month hereafter as a deposit borrower to pay the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal to the estimated Charges for the next due payment, taking into consideration the amounts to be deposited fund monthly escrow deposits in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 Thereafter an amount equal to one-twelfth (1/12th) of the estimated annual Charges due on the Mortgaged Property. Mortgagee will, upon the presentation to Mortgagee by Mortgagor of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse Mortgagor for such payments made by Mortgagor. In the event the deposits on hand shall not be sufficient to pay all real estate taxes and property insurance premiums when due. In addition, the loan documents require the borrower to make monthly deposits of $27,353.50 to a furniture, fixtures and equipment escrow account until a balance of $750,000 is achieved and thereafter to make monthly contributions of $27,353.50 or such lesser amount as is necessary to maintain that balance. ADDITIONAL DEBT/TRANSFERS The loan documents provide that the mortgage loan will become immediately due and payable upon (i) any transfer of the estimated Charges when borrower's interest in the same shall become due mortgaged property or a transfer of more than 49% of the interests in the borrower to an unrelated third party or (ii) any additional encumbrance of the mortgaged property, in each case without the prior written consent of the lender. See Loan No. 26908 in the mortgage loan schedule. ------------------------------------------------------------------------------- THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS' STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, AND OTHER INFORMATION ("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no representations as to the accuracy or completeness of the information contained herein. The information contained herein is qualified in its entirety by the information in the Prospectus and Prospectus Supplement for this transaction. The information contained herein is preliminary as of the date hereof and will be superseded by the applicable final Prospectus and Prospectus Supplement and any other information subsequently filed with the Securities and Exchange Commission. These materials are subject to change, completion, or amendment from time to timetime without notice, and the Underwriters are under no obligation to keep you advised of such changes. These materials are not intended as an offer or solicitation with respect to the prior deposits shall purchase or sale of any security. Any investment decision with respect to the securities should be less than made by you based upon the currently estimated monthly amountsinformation contained in the final Prospectus Supplement and Prospectus relating to the securities. You should consult your own counsel, then Mortgagor shall pay accountant, and other advisors as to Mortgagee the legal, tax, business, financial and related aspects of a purchase of these securities. ------------------------------------------------------------------------------- BEAR XXXXXXX COMMERCIAL MORTGAGE SECURITIES INC. 2000-WF2 ------------------------------------------------------------------------------- 48 LOAN NO. 29198 -- AMC CANTERA 30 OVERVIEW This mortgage loan is secured by a first mortgage on demand any amount necessary to make up the deficiencyborrower's fee interest in a 130,757 square foot megaplex theater located in Warrenville, Illinois. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event of Default shall occur under the terms of this Mortgagemortgage loan was originated by Bear, Mortgagee mayXxxxxxx Funding, at its optionInc. on April 27, without being required so to do, apply any deposits on hand to the Indebtedness, in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the Indebtedness, shall be held for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent and may be commingled with other funds of Mortgagee, or its servicing agent, shall be held without any allowance of interest thereon and shall not be subject to the decision or control of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged Property, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxx2000.

Escrows. If requested in writing by Mortgagee after the occurrence of an Event of Default, Mortgagor shall pay to Mortgagee at the time of each installment of principal and interest due under the Notes, and commencing with the first payment due after the date of such written request, a sum equal to one-twelfth ( 1/12th) of the estimated amount of real estate and school taxes, as well as any other governmental assessments for each year of the Loans. In addition, if requested in writing by Mortgagee after the occurrence of an Event of Default, Mortgagor may also be required to deposit with Mortgagee, or at Mortgagee’s requestin escrow, with its servicing agenteach monthly installment payment in the Loans, on the first day of each and every month hereafter as a deposit to pay the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal in addition to the estimated Charges for the next due paymentforegoing, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 Thereafter an amount equal to one-twelfth (( 1/12th) of the estimated annual Charges due on estimate amount of hazard and liability insurance premiums in connection with the Mortgaged Propertyinsurance required by Section 6.3 of this Mortgage. Mortgagee will, upon the presentation to Mortgagee by Mortgagor of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse Mortgagor The escrow for such payments made by Mortgagor. In taxes and premiums, if required, will be subject to adjustment from time to time so that the event the deposits amount on hand shall not deposit will be sufficient to pay all of such taxes and premiums, as the estimated Charges when case may be, as they become due, plus a minimum equal to at least two (2) months’ escrow installments. If such escrow funds are not sufficient to pay such taxes and assessments and/or insurance premiums, as applicable, as the same shall become due from time to timedue, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor shall pay to Mortgagee on demand any amount Mortgagee, upon request, such additional amounts as necessary to make up the any deficiency. The excess of any such deposits No amount paid to Mortgagee hereunder shall be credited to subsequent payments deemed to be made for such items. If a default or an Event of Default shall occur under the terms of this Mortgage, Mortgagee may, at its option, without being required so to do, apply any deposits on hand to the Indebtedness, in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the Indebtedness, shall be held for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent and trust funds but may be commingled with other general funds of Mortgagee, or its servicing agent, Mortgagee and no interest shall be held without any allowance payable thereon. Upon the occurrence of interest thereon and shall not be subject to the decision or control an Event of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any paymentsDefault, Mortgagee or shall have the right, at its servicing agent may rely on sole discretion, to apply any statement, xxxx or estimate procured from or issued by amounts so held against the payee without inquiry into the validity or accuracy of the sameObligations. If the taxes shown in the Mortgagor is not required to pay tax statement shall be levied on property more extensive than the Mortgaged Propertyescrows pursuant to this Section, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right promptly provide to require an apportionment and Mortgagee on a quarterly basis, copies of receipted tax bills, canceled checks or its servicing agent may pay the entire tax xxxx notwithstanding other evidence reasonably satisfactory to Mortgagee evidencing that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxxassessments have been timely paid.

Escrows. Mortgagor shall deposit with Mortgagee, or at Mortgagee’s request, with its servicing agent, on The loan documents require the first day of each and every month hereafter as a deposit borrower to fund monthly escrow deposits in an amount sufficient to pay real estate taxes when due. In addition, the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal loan documents require the borrower to the estimated Charges for the next due payment, taking into consideration the amounts to be deposited fund monthly escrow deposits in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 Thereafter an amount equal to one-twelfth $11,570.80 for future capital expenditures. ADDITIONAL DEBT/TRANSFERS The loan documents provide that the mortgage loan will become immediately due and payable upon (1/12thi) any transfer of the estimated annual Charges due on borrower's interest in any mortgaged property or any transfer of an interest in the Mortgaged Property. Mortgagee willborrower or (ii) any additional encumbrance of any mortgaged property, upon in each case without the presentation to Mortgagee by Mortgagor prior written consent of the bills thereforlender. See Loan No. 310851623 in the mortgage loan schedule. ------------------------------------------------------------------------------- THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS' STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, pay PRICING ESTIMATES, AND OTHER INFORMATION ("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no representations as to the Charges from such deposits accuracy or will upon presentation of receipted bills therefor, reimburse Mortgagor for such payments made by Mortgagor. In the event the deposits on hand shall not be sufficient to pay all completeness of the estimated Charges when information contained herein. The information contained herein is qualified in its entirety by the same shall become due information in the Prospectus and Prospectus Supplement for this transaction. The information contained herein is preliminary as of the date hereof and will be superseded by the applicable final Prospectus and Prospectus Supplement and any other information subsequently filed with the Securities and Exchange Commission. These materials are subject to change, completion, or amendment from time to timetime without notice, and the Underwriters are under no obligation to keep you advised of such changes. These materials are not intended as an offer or solicitation with respect to the prior deposits shall purchase or sale of any security. Any investment decision with respect to the securities should be less than made by you based upon the currently estimated monthly amountsinformation contained in the final Prospectus Supplement and Prospectus relating to the securities. You should consult your own counsel, then Mortgagor shall pay accountant, and other advisors as to Mortgagee the legal, tax, business, financial and related aspects of a purchase of these securities. ------------------------------------------------------------------------------- BEAR XXXXXXX COMMERCIAL MORTGAGE SECURITIES INC. 2000-WF2 ------------------------------------------------------------------------------- 34 LOAN NO. 10006891 -- TROLLEY SQUARE OVERVIEW This mortgage loan is secured by a first mortgage on demand any amount necessary to make up the deficiencyborrower's fee interest in a 220,451 square foot anchored shopping center located in Salt Lake City, Utah. The excess mortgage loan was originated by or on behalf of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event of Default shall occur under the terms of this MortgageXxxxxx Xxxxxxx Xxxx Xxxxxx Mortgage Capital Inc. on July 13, Mortgagee may, at its option, without being required so to do, apply any deposits on hand to the Indebtedness, in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the Indebtedness, shall be held for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent and may be commingled with other funds of Mortgagee, or its servicing agent, shall be held without any allowance of interest thereon and shall not be subject to the decision or control of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged Property, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxx2000.

Escrows. Mortgagor shall deposit with Mortgagee, or at Mortgagee’s request, with its servicing agentagent or a bank designated by Mortgagee, on the first day of each and every month hereafter as a deposit to pay the costs of taxes taxes, assessments and assessments insurance premiums next due (the “Charges”): 2.2.1 (a) Initially a sum such that the amounts to be deposited pursuant to Section 2.2 (b) and such initial sum shall be equal to the estimated Charges for the next due payment, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lenderpayment thereon; and 2.2.2 (b) Thereafter an amount equal to one-twelfth (1/12th) of the estimated annual Charges due on the Mortgaged PropertyPremises. N:\PL\80714\80714-073\1257591.doc Mortgagee will, upon the presentation to Mortgagee by Mortgagor of the bills therefor, pay the Charges from such deposits or will will, upon presentation of receipted bills therefor, reimburse Mortgagor for from such deposits and payments made by Mortgagor. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor shall pay to Mortgagee on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event of Default shall occur under the terms of this Mortgage, Mortgagee may, at its option, without being required so to do, apply any deposits on hand to the IndebtednessIndebtedness Secured Hereby, in such order and manner as Mortgagee may elect. When the Indebtedness Secured Hereby has been fully paid paid, any remaining deposits shall be returned to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the IndebtednessIndebtedness Secured Hereby, shall be held for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent or such designated bank and may be commingled with other funds of Mortgagee, Mortgagee or its servicing agentagent or such designated bank, shall be held without any allowance of interest thereon and shall not be subject to the decision or control of Mortgagor. Any such agent or designated bank shall execute a control agreement to perfect the security interest of Mortgagee in such account, in form and substance satisfactory to Mortgagee. Neither Mortgagee nor its servicing agent or such designated bank shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent or such designated bank may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged PropertyPremises, then the amounts in escrow escrowed shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxx.. N:\PL\80714\80714-073\1257591.doc

Escrows. Mortgagor shall deposit with If required by Mortgagee, or at Mortgagee’s requestfollowing and during the continuance of an Event of Default, with its servicing agent, on the first day of each and every month hereafter as a deposit to pay the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal to the estimated Charges for the next due payment, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 Thereafter an amount equal to one-twelfth (1/12th) of the estimated annual Charges due on the Mortgaged Property. Mortgagee will, upon the presentation to Mortgagee by Mortgagor of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse Mortgagor for such payments made by Mortgagor. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor shall pay to Mortgagee on demand any amount necessary to make up at the deficiency. The excess time of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event payment of Default shall occur each installment of principal and interest due under the terms Reimbursement Agreement, and commencing with the first payment due after the date of such request, a sum equal to (a) the amount of the next installment of taxes, water and sewer rents and assessments levied or assessed against the Mortgaged Premises, and/or (b) the premiums which will next become due on the insurance policies required by this Mortgage, all in amounts as estimated by Mortgagee, less all sums already paid therefor or deposited with Mortgagee mayfor the payment thereof, at its option, without being required so divided by the number of payments to do, apply any deposits on hand become due before one (1) month prior to the Indebtednessdate when such taxes and assessments and/or premiums, in as applicable, will become due, such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned sums to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the Indebtedness, shall be held for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent to pay the same when due. If such escrow funds are not sufficient to pay such taxes and assessments and/or insurance premiums, as applicable, as the same become due, Mortgagor shall pay to Mortgagee, upon request, such additional amounts as Mortgagee shall estimate to be sufficient to make up any deficiency. No amount paid to Mortgagee hereunder shall be deemed to be trust funds but may be commingled with other general funds of Mortgagee, or its servicing agent, Mortgagee and no interest shall be held without any allowance payable thereon. Upon the occurrence of interest thereon and shall not be subject to the decision or control an Event of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any paymentsDefault, Mortgagee or shall have the right, at its servicing agent may rely on sole discretion, to apply any statement, xxxx or estimate procured from or issued by amounts so held against the payee without inquiry into the validity or accuracy of the sameLiabilities. If the taxes shown in the Mortgagor is not required to pay tax statement shall be levied on property more extensive than the Mortgaged Propertyescrows pursuant to this Section 6.5., then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right promptly provide to require an apportionment and Mortgagee copies of receipted tax bills, canceled checks or its servicing agent may pay the entire tax xxxx notwithstanding other evidence satisfactory to Mortgagee evidencing that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxxassessments have been timely paid.

Escrows. Mortgagor Grantor shall deposit pay to Beneficiary, together with Mortgageeand in addition to the monthly payments of principal and interest provided for in the Note (which shall be by Automated Clearing House if provided for in the Note for installment payments thereunder), or at Mortgagee’s request, with its servicing agent, on the first day of each and every month hereafter as a deposit an amount reasonably estimated by Beneficiary to be sufficient to pay the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal to the estimated Charges for the next due payment, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 Thereafter an amount equal to one-one twelfth (1/12th1/12) of the estimated annual Charges due on real estate taxes (including other charges against the Mortgaged Property. Mortgagee will, Premises by governmental or quasi-governmental bodies but excluding special assessments which are to be paid as the same become due and payable) and one-twelfth (1/12) of the annual premiums on insurance required in Section 2-4 hereof to be held by Beneficiary and used to pay said taxes and insurance premiums when same shall fall due; provided that upon the presentation to Mortgagee by Mortgagor occurrence of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse Mortgagor for such payments made by Mortgagor. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor shall pay to Mortgagee on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event of Default that continues beyond applicable notice and cure period, Beneficiary may apply such funds as Beneficiary shall occur under deem appropriate. If at the terms time that payments are to be made, the funds set aside for payment of this Mortgageeither taxes or insurance premiums are insufficient, Mortgagee may, at its option, without being Grantor shall upon demand pay such additional sums as the Beneficiary shall determine to be necessary to cover the required so to do, apply any deposits on hand to the Indebtedness, in payment. Beneficiary need not segregate such order and manner as Mortgagee may electfunds. When the Indebtedness has been fully paid any remaining deposits No interest shall be returned payable to Mortgagor Grantor upon any such payments. Notwithstanding the foregoing, Beneficiary waives the collection of escrow deposits for insurance and real estate taxes for so long as all of the following conditions are complied with: (a) one (1) or more Credit Tenants (as determined by Beneficiary from time to time in its interest may appear. All deposits are hereby pledged sole but reasonable discretion) is paying all taxes and all required insurance directly; (b) no Event of Default (as additional security for defined in Section 4-1) has occurred and is continuing beyond any applicable notice and cure period; (c) the Indebtednessownership and management of the Mortgaged Premises remain as constituted as of the date hereof, shall be held for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent and may be commingled with other funds of Mortgagee, or its servicing agent, shall be held without any allowance of interest thereon and shall not be subject to the decision rights of Grantor under the penultimate paragraph of Section 1-4 above; (d) Beneficiary has received an XXXXX 28 Evidence of Commercial Property Insurance (2003 form) or control an XXXXX 27 Evidence of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken Property Insurance (3/93 form) and an XXXXX 25 Certificate of Liability Insurance (covering all types of insurance required by Beneficiary) before the expiration date of insurance policies then in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by force; (e) Beneficiary receives satisfactory evidence of payment of insurance premiums before the payee without inquiry into the validity or accuracy expiration date of the same. If policies then in force; and (f) Beneficiary receives satisfactory evidence of payment of real estate taxes before the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged Property, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxxsame are delinquent.

Escrows. From and after the occurrence of any Event of Default, Mortgagor shall deposit with Mortgagee, or at Mortgagee’s request, with its servicing agent, Mortgagee on the first day of each and every month hereafter as a deposit to pay the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal to the estimated Charges for the next due paymenthereafter, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 Thereafter an amount equal to one-twelfth (1/12th) of the estimated annual Charges taxes and assessments (the "Charges") due on or relating to the Mortgaged PropertyProperty as estimated by Mortgagee. From time to time out of such deposits and to the extent such deposits are sufficient Mortgagee will, upon the presentation to Mortgagee by Mortgagor of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse Mortgagor for such payments made by Mortgagor. In the event (a) the deposits on hand shall are not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or (b) Mortgagee estimates that the prior current monthly deposits shall be are less than the currently estimated monthly amountsamounts necessary to pay the Charges as they become due from time to time, then Mortgagor shall pay to Mortgagee on demand any the amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event of Default Default, as herein defined, shall occur under the terms of this Mortgage, the Loan Agreement, or the Note, Mortgagee may, at its option, without being required so to dodo so, apply any deposits deposit on hand to the Indebtedness, Indebtedness in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appearor other person entitled thereto. All deposits are hereby pledged as additional security for the Indebtedness, Indebtedness and shall be held for the purposes for which made as herein provided, . Such deposits may be held by Mortgagee or its servicing agent and may be commingled with other funds of Mortgagee, or its servicing agent, and shall be held without any allowance of interest thereon and shall not be subject to the decision or control of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy The enforceability of the samecovenants relating to taxes and assessments provided in Section 1.08 hereof and the payment of premiums for insurance provided in Section 2.01 hereof shall not be affected except insofar as those obligations have been met by compliance with this Section. If Mortgagee may from time to time, at its option, waive, and after such waiver, reinstate any and all of the taxes shown provisions contained in the tax statement shall be levied on property more extensive than the Mortgaged Propertythis Section. While such waiver is in effect, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment pay taxes and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property assessments and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxxpremiums for insurance as herein provided.

Escrows. Mortgagor shall deposit with the Mortgagee, or at Mortgagee’s 's request, with its servicing agent, on the first day of each and every month hereafter as a deposit to pay the costs of taxes taxes, assessments and assessments insurance premiums next due (“"Charges”"): 2.2.1 (a) Initially a sum equal to the estimated Charges for the next due payment, taking into consideration such that the amounts to be deposited in subsection 2.2.2 prior pursuant to (b) next and such next due payment, all as determined by Lenderinitial sum shall equal the estimated Charges; and 2.2.2 (b) Thereafter an amount equal to one-twelfth (1/12th) of the estimated annual Charges due on the Mortgaged PropertyPremises. Mortgagee will, upon the presentation to the Mortgagee by the Mortgagor of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse the Mortgagor for such payments made by the Mortgagor. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then the Mortgagor shall pay to the Mortgagee on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event event of Default default shall occur under the terms of this Mortgage, Mortgage the Mortgagee may, at its option, without being required so to do, apply any deposits on hand to the IndebtednessIndebtedness Secured Hereby, in such order and manner as the Mortgagee may elect. When the Indebtedness Secured Hereby has been fully paid any remaining deposits shall be returned to the Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the IndebtednessIndebtedness Secured Hereby, shall be held for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent and may be commingled with other funds of the Mortgagee, or its servicing agent, shall be held without any allowance of interest thereon and shall not be subject to the decision or control of the Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged PropertyPremises, then the amounts in escrow escrowed shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and the Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxx.

Escrows. Mortgagor shall deposit with the Mortgagee, or at Mortgagee’s 's request, with its a servicing agent, on same day as payments are due under the first day of Note each and every month hereafter as a deposit to pay the costs of taxes taxes, assessments and assessments insurance premiums next due (“"Charges”"): 2.2.1 (a) Initially a sum equal to the estimated Charges for the next due payment, taking into consideration such that the amounts to be deposited in subsection 2.2.2 prior pursuant to such next due payment, all as determined by Lenderparagraph 2.2 (b) shall equal the estimated Charges; and 2.2.2 (b) Thereafter an amount equal to one-twelfth (1/12th) of the estimated annual Charges due on the Mortgaged PropertyPremises. Mortgagee will, upon the presentation to the Mortgagee by the Mortgagor of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse the Mortgagor for such payments made by the Mortgagor. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then the Mortgagor shall pay to the Mortgagee on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to subsequent payments to be made for such items. If a default or an Event event of Default default shall occur under the terms of this Mortgage, the Mortgagee may, at its option, without being required so to do, apply any deposits on hand to the IndebtednessIndebtedness Secured Hereby, in such order and manner as the Mortgagee may elect. When the Indebtedness Secured Hereby has been fully paid paid, any remaining deposits deposits, shall be returned to the Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the IndebtednessIndebtedness Secured Hereby, shall be held for the purposes for which they were made as herein provided, may be held by Mortgagee or its servicing agent and may be commingled with other funds of the Mortgagee, or its servicing agent, shall be held without any allowance of interest thereon and shall not be subject to the decision or control of the Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged PropertyPremises, then the amounts in escrow escrowed shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and the Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxx.

Escrows. Mortgagor shall deposit If the borrower at any time fails to provide the lender with Mortgageesatisfactory evidence of payment of real estate taxes and property insurance premiums in accordance with the loan documents, the lender may require the borrower to thereafter fund escrows for those items. The loan documents require the borrower to fund monthly deposits into an escrow account for future capital expenditures in the amount of $5,835 monthly ($70,020 annually). ADDITIONAL DEBT/TRANSFERS The loan documents provide that the mortgage loan will become immediately due and payable upon (i) any transfer of the borrower's interest in the mortgaged property or any transfer of an interest in the borrower or (ii) any additional encumbrance of the mortgaged property, in each case without the prior written consent of the lender. See Loan No. 310900049 in the mortgage loan schedule. ------------------------------------------------------------------------------- THIS INFORMATION SHOULD BE CONSIDERED ONLY AFTER READING THE UNDERWRITERS' STATEMENT REGARDING ASSUMPTIONS AS TO SECURITIES, PRICING ESTIMATES, AND OTHER INFORMATION ("THE STATEMENT") WHICH SHOULD BE ATTACHED. DO NOT USE OR RELY ON THIS INFORMATION IF YOU HAVE NOT RECEIVED AND REVIEWED THE STATEMENT. YOU MAY OBTAIN A COPY OF THE STATEMENT FROM YOUR SALES REPRESENTATIVE. The Underwriters make no representations as to the accuracy or completeness of the information contained herein. The information contained herein is qualified in its entirety by the information in the Prospectus and Prospectus Supplement for this transaction. The information contained herein is preliminary as of the date hereof and will be superseded by the applicable final Prospectus and Prospectus Supplement and any other information subsequently filed with the Securities and Exchange Commission. These materials are subject to change, completion, or at Mortgagee’s request, with its servicing agent, on the first day of each and every month hereafter as a deposit to pay the costs of taxes and assessments next due (“Charges”): 2.2.1 Initially a sum equal to the estimated Charges for the next due payment, taking into consideration the amounts to be deposited in subsection 2.2.2 prior to such next due payment, all as determined by Lender; and 2.2.2 Thereafter an amount equal to one-twelfth (1/12th) of the estimated annual Charges due on the Mortgaged Property. Mortgagee will, upon the presentation to Mortgagee by Mortgagor of the bills therefor, pay the Charges from such deposits or will upon presentation of receipted bills therefor, reimburse Mortgagor for such payments made by Mortgagor. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due amendment from time to timetime without notice, and the Underwriters are under no obligation to keep you advised of such changes. These materials are not intended as an offer or solicitation with respect to the prior deposits shall purchase or sale of any security. Any investment decision with respect to the securities should be less than made by you based upon the currently estimated monthly amountsinformation contained in the final Prospectus Supplement and Prospectus relating to the securities. You should consult your own counsel, then Mortgagor shall pay accountant, and other advisors as to Mortgagee the legal, tax, business, financial and related aspects of a purchase of these securities. ------------------------------------------------------------------------------- BEAR XXXXXXX COMMERCIAL MORTGAGE SECURITIES INC. 2000-WF2 ------------------------------------------------------------------------------- 44 LOAN NO. 310900130 -- SAN FRANCISCO MEDICAL CENTER OVERVIEW This mortgage loan is secured by a first mortgage on demand any amount necessary to make up the deficiencyborrower's leasehold interest in a 66,122 square foot medical office building located in San Francisco, California. The excess of any such deposits shall be credited to subsequent payments to be made for such itemsmortgage loan was originated by Xxxxx Fargo Bank, National Association on August 15, 2000. If a default or an Event of Default shall occur under the terms of this Mortgage------------------------------------------------------------------------------------------------------------------- CUT-OFF DATE BALANCE: $18,088,622 PROPERTY TYPE: Office, Mortgagee mayMedical GROSS MORTGAGE RATE: 8.3200% LOCATION: San Francisco, at its option, without being required so to do, apply any deposits on hand to the Indebtedness, in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the Indebtedness, shall be held for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent and may be commingled with other funds of Mortgagee, or its servicing agent, shall be held without any allowance of interest thereon and shall not be subject to the decision or control of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged Property, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxxCalifornia INTEREST ACCRUAL METHOD: Actual/360 YEAR BUILT/RENOVATED: 1989 FIRST PAYMENT DATE: 10/1/2000 SQUARE FEET: 66,122 MATURITY DATE: 9/1/2010 CUT-OFF DATE BALANCE/SQ.FT.: $273.56

Escrows. After the occurrence of an Event of Default and at Mortgagee's request, Mortgagor shall deposit with Mortgagee, or at Mortgagee’s request, with its servicing agent, on the first day of each and every month hereafter as month, commencing with the date the first payment of interest and/or principal and interest shall become due on the Indebtedness, a deposit to pay the costs Impositions and insurance premiums (hereinafter collectively referred to as the "Charges") in an amount equal to: (a) One-twelfth (1/12) of taxes and assessments the annual Impositions next to become due (“Charges”): 2.2.1 Initially a sum equal to upon the estimated Charges for Premises; provided that, with the next due paymentfirst such deposit, taking into consideration the amounts to there shall be deposited in subsection 2.2.2 prior addition an amount as estimated by Mortgagee which, when added to monthly deposits to be made thereafter as provided for herein, shall assure to Mortgagee's satisfaction that there will be sufficient funds on deposit to pay the Impositions as they come due; plus (b) One-twelfth (1/12) of the annual premiums on each policy of insurance required to be maintained hereunder; provided that with the first such next due paymentdeposit there shall be deposited, all as determined by Lender; and 2.2.2 Thereafter in addition, an amount equal to one-twelfth (1/12th1/12) of such annual insurance premiums multiplied by the estimated annual Charges number of months elapsed between the date premiums on each policy were last paid to and including the date of deposit; provided that the amount of such deposits shall be based upon Mortgagee's estimate as to the amount of Impositions and premiums of insurance next to be payable and may require that the full amount of such payment will be available to Mortgagee at least one month in advance of the due on the Mortgaged Propertydate. Mortgagee will, upon the timely presentation to Mortgagee by Mortgagor of the bills therefor, pay the Charges from such deposits or will upon presentation deposits. Mortgagor agrees to cooperate and assist in obtaining of receipted tax bills therefor, reimburse Mortgagor for such payments made when requested by MortgagorMortgagee. In the event the deposits on hand shall not be sufficient to pay all of the estimated Charges when the same shall become due from time to time, or the prior deposits shall be less than the currently estimated monthly amounts, then Mortgagor shall immediately pay to Mortgagee on demand any amount necessary to make up the deficiency. The excess of any such deposits shall be credited to towards subsequent payments to be made for such itemsCharges. If a default or an Event of Default shall occur under the terms of this Mortgage, Mortgagee may, at its option, without being required so to do, apply any deposits on hand to the payment of Charges whether then due or not or to the Indebtedness, in such order and manner as Mortgagee may elect. When the Indebtedness has been fully paid any remaining deposits shall be returned to Mortgagor as its interest may appear. All deposits are hereby pledged as additional security for the Indebtedness, shall be held for the purposes for which made as herein provided, may be held by Mortgagee or its servicing agent and may be commingled with other funds of Mortgagee, or its servicing agent, shall be held without any allowance of interest thereon and without fiduciary responsibility on the part of Mortgagee or its agents and shall not be subject to the decision direction or control of Mortgagor. Neither Mortgagee nor its servicing agent shall be liable for any act or omission made or taken in good faith. In making any payments, Mortgagee or its servicing agent may rely on any statement, xxxx or estimate procured from or issued by the payee without inquiry into the validity or accuracy of the same. If the taxes shown in the tax statement shall be levied on property more extensive than the Mortgaged PropertyPremises, then the amounts in escrow shall be based on the entire tax xxxx and Mortgagor shall have no right to require an apportionment and Mortgagee or its servicing agent may pay the entire tax xxxx notwithstanding that such taxes pertain in part to other property and Mortgagee shall be under no duty to seek a tax division or apportionment of the tax xxxx, and any payment of taxes based on a larger parcel shall be paid by Mortgagor and Mortgagor shall expeditiously cause a tax subdivision to be made.