Common use of Leases and Rents Clause in Contracts

Leases and Rents. All current and future leases, rental agreements, occupancy agreements and other agreements of whatever form now or hereafter affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate or the Improvements, including any guaranties, extensions, renewals, replacements or modifications thereof, whether before or after the filing by or against Mortgagor of any petition for relief under 11 U.S.C. § 101 et seq. (the "Bankruptcy Code"), as the same may be amended from time to time (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guarantees, letters of credit and any other credit support given by any guarantor in connection therewith, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate and the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, subleases, subsubleases, lettings, licenses, rental agreements, occupancy agreements registration cards and agreements, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § 101 et seq. any Creditors Rights Laws (collectively, the "Bankruptcy Code"), as the same may be amended from time to time (the "“Leases"”) and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including including, without limitation, all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including including, without limitation, security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, registration fees, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Borrower or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate Property (or any portion thereof), including, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the Improvementssale, together with all proceeds from the sale lease, sublease, license, concession or other disposition grant of the Leases and the right to receive and apply the Rents to the payment of the Debt use and/or occupancy of the Property (or any portion thereof) or rendering of services by Borrower, TRS Lessee or Manager and all rightproceeds, title and interest of Mortgagorif any, its successors and assigns therein and thereunder, including all guarantees, letters of credit and any other credit support given by any guarantor in connection therewith, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas from business interruption or other mineral royalties and bonuses) from the Leasehold Estate and the Improvements loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under any Creditors Rights Laws, including, without limitation, all hotel receipts, revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the Bankruptcy Code sale, lease, sublease, license, concession or other grant of the right of possession, use and/or occupancy of the Property (or any portion thereof) and/or rendering of services by Borrower, TRS Lessee or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others (including, without limitation, from the rental of any office space, retail space, guest rooms or other space, halls, stores, and offices, and deposits securing reservations of such space), license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leasesincome, rental agreementsrents, occupancy agreements room rates, issues, profits, revenues, deposits, accounts and other agreements benefits from the operation of whatever form the Hotel, including, without limitation, all revenues, cash and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession, or other grant of the right of the possession, use or occupancy of all or any portion of the Land, the Hotel or personalty located therein, or rendering of services by Tenant or any operator or manager of the Hotel or the commercial space located therein or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales, all deposits or other security now or hereafter affecting made with or given to any utility company by Tenant with respect to the Property, and all proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Hotel whether paid or the Improvements, including any guaranties, extensions, renewals, replacements or modifications thereof, whether accruing before or after the filing by or against Mortgagor Tenant of any petition for relief under 11 U.S.C. § 101 et seq. any present or future state or federal law regarding bankruptcy (the "each a “Bankruptcy Code"”), as the same may be amended from time to time (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas reorganization or other mineral royalties relief to debtors and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Tenant Leases (hereinafter defined). All leases, subleases, licenses and other agreements granting others the right to receive and apply the Rents to the payment use or occupy all or any part of the Debt Property together with all restatements, renewals, extensions, amendments and supplements thereto, (collectively, the “Tenant Leases”), now existing or hereafter entered into, and whether entered before or after the filing by or against Tenant of any petition for relief under a Bankruptcy Code, and all of Tenant’s right, title and interest of Mortgagorin the Tenant Leases, its successors and assigns therein and thereunderincluding, including without limitation (i) all guarantees, letters of credit and any other credit support given by any tenant or guarantor in connection therewiththerewith (collectively, cash the “Tenant Lease Guaranties”), (ii) all cash, notes, or securities security deposited under the Leases thereunder to secure the performance by the lessees tenants of their obligations thereunder (collectively, the “Tenant Security Deposits”), (iii) all claims and rights to the payment of damages and other claims arising from any rejection by a tenant of its Tenant Lease under a Bankruptcy Code (“Bankruptcy Claims”), (iv) all of the landlord’s rights in casualty or condemnation proceeds of a tenant in respect of the leased premises (collectively, the “Tenant Claims”), (v) all rents, ground rents, additional rents, revenues, termination and similar payments, issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Property (collectively with the Tenant Lease Guaranties, Tenant Security Deposits, Bankruptcy Claims and Tenant Claims, the Improvements “Rents”), whether paid or accruing before or after the filing by or against Mortgagor Tenant of any petition for relief under the a Bankruptcy Code Code, (collectively, the "Rents"vi) and all proceeds or streams of payment from the sale or other disposition of the Tenant Leases or disposition of any Rents, and (vii) the right to receive and apply the Rents to the payment of Tenant’s obligations under this Lease and to do all other things which Tenant or a lessor is or may become entitled to do under the DebtTenant Leases or with respect to the Rents;

Leases and Rents. All current and future leases, rental agreementssubleases, occupancy agreements licenses and other agreements of whatever form now granting others the right to use or hereafter affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, occupy all or any part of the Leasehold Estate or the ImprovementsProperty together with all restatements, including any guarantiesrenewals, extensions, renewalsamendments and supplements thereto (“Leases”), replacements now existing or modifications thereofhereafter entered into, and whether entered before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § 101 et seq. (the "Bankruptcy Code"), as the same may be amended from time to time (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all Borrower’s right, title and interest of Mortgagorin the Leases, its successors and assigns therein and thereunderincluding, including without limitation (i) all guarantees, letters of credit and any other credit support given by any tenant or guarantor in connection therewiththerewith (“Lease Guaranties”), cash (ii) all cash, notes, or securities security deposited under the Leases thereunder to secure the performance by the lessees tenants of their obligations thereunder (“Tenant Security Deposits”), (iii) all claims and rights to the payment of damages and other claims arising from any rejection by a tenant of its Lease under the Bankruptcy Code (“Bankruptcy Claims”), (iv) all of the landlord’s rights in casualty or condemnation proceeds of a tenant in respect of the leased premises (“Tenant Claims”), (v) all rents, ground rents, additional rents, revenues, termination and similar payments, issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Property (collectively with the Lease Guaranties, Tenant Security Deposits, Bankruptcy Claims and the Improvements Tenant Claims, “Rents”), whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code Code, (collectively, the "Rents"vi) and all proceeds or streams of payment from the sale or other disposition of the Leases or disposition of any Rents, and (vii) the right to receive and apply the Rents to the payment of the DebtDebt and to do all other things which Borrower or a lessor is or may become entitled to do under the Leases or with respect to the Rents;

Leases and Rents. All current existing and future leases, subleases, rental agreements, occupancy agreements registration cards and agreements, if any, and other agreements of whatever form now whether or hereafter not in writing affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Improvements heretofore or hereafter entered into (including, without limitation, the Improvements, including any guaranties, Operating Lease) and all extensions, renewals, replacements or amendments and modifications thereofthereto, whether before or after the filing by or against Mortgagor of any petition for relief under 11 U.S.C. § 101 et seq. Creditor’s Rights Laws (defined below) (collectively, the "Bankruptcy Code"), as the same may be amended from time to time (the "“Leases"”) and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees’ obligations thereunder, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonuses) bonuses and all rents, revenues, bonus money, royalties, rights and benefits accruing to Mortgagor under all present and future oil, gas and mineral leases on any parts of the Land and the Improvements), from the Leasehold Estate Land and the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under Creditors Rights Laws (the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the DebtObligations. As used herein, the term “Creditors Rights Laws” shall mean any existing or future Laws of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization, conservatorship, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to its debts or debtors;

Leases and Rents. All current and future leases, rental agreements, occupancy agreements leases and other agreements of whatever form now or hereafter affecting providing for the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and the Improvements heretofore or hereafter entered into, including, without limitation, the ImprovementsMaster Lease, including any guaranties, extensions, renewals, replacements or modifications thereofbut excluding Hotel Transactions, whether before or after the filing by or against Mortgagor Grantor of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "“Bankruptcy Code”) (collectively, the “Leases"”) and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of MortgagorGrantor, its successors and assigns therein and thereunder, including all guaranteesincluding, letters of credit and any other credit support given by any guarantor in connection therewithwithout limitation, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonusesbonuses constituting as-extracted collateral under the Uniform Commercial Code, relating to the Land or any portion thereof) from the Leasehold Estate Land and the Improvements Improvements, to the extent permitted under applicable law, and including, but not limited to, all rents, rent equivalents, income, receivables, revenues, receipts, insurance proceeds, deposits and profits arising from the Leases and renewals thereof together with all rents, rent equivalents, income, fees, receivables, accounts, profits (including, but not limited to, all oil and gas or other mineral royalties and bonuses), charges for services rendered and any and all payment and consideration of whatever form or nature received by Grantor or its agents (other than fees payable to such agents that are not for the benefit of Grantor) or employees (other than salaries or wages due such employees) from any and all sources, including, without limitation, any interest of Grantor in the Management Agreement and in that certain Assignment of Leases and Rents and Security Agreement (and in the collateral described therein), made by Master Tenant to Grantor and intended to be duly recorded, which beneficial rights are also assigned to Lender pursuant to the Collateral Assignment of Subleases, the sums due thereunder and any sums relating to the use, enjoyment and occupancy of the Property, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, meeting rooms, banquet rooms and recreational facilities, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the sale, lease, sublease, license, concession or other grant of the right of the use and occupancy of property or rendering of services by Grantor or any operator or manager of the hotel or the commercial space located in the Property or acquired from others (including, without limitation, from the rental of any office space, retail space, guest rooms or other space, halls, stores, and offices, and deposits securing reservations of such space), license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, and vending machine sales and proceeds, whether paid or accruing before or after the filing by or against Mortgagor Grantor of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment and performance of the Obligations including the payment of the Debt;

Leases and Rents. All current Subject to Section 1.02 hereof, and, if applicable, the Loan Agreement, all existing and future leases, rental agreementssubleases, occupancy agreements and subsubleases, lettings, licenses, concessions or other agreements of whatever form made a part thereof (whether written or oral and whether now or hereafter in effect) affecting the use, enjoyment enjoyment, or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Improvements heretofore or the Improvements, including any guaranties, hereafter entered into and all extensions, renewalsamendments, replacements modifications or modifications thereofother agreements relating to such leases, subleases, subsubleases, or other agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee, letter of credit or any other credit support of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, and the right, title and interest of Mortgagor, its successors and assigns, therein, whether before or after the filing by or against Mortgagor of any petition for relief under 11 U.S.C. § 101 et seq. the Bankruptcy Code (the "Bankruptcy Code"), as the same may be amended from time to time (the "“Leases"”) and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees’ obligations thereunder (“Lease Guaranties”), cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, payments in connection with any termination, cancellation or surrender of any Lease, revenues, issues and profits (including including, without limitation, all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate and Land and/or the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases (the “Rents”) and the right to receive and apply the Rents to the payment of the DebtSecured Obligations;

Leases and Rents. All current and future other leases, rental agreementssubleases or sub-subleases, occupancy agreements and lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements sub-subleases, or modifications thereofother agreements entered into in connection with such leases, subleases, sub-subleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into (collectively, the “Leases”; provided that, except for purposes of ensuring that Borrower’s right, title and interest in respect of Hotel Transactions have been assigned to Lender and are subject to the lien hereof, the term “Leases” shall not include Hotel Transactions), whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § 101 et seq. (the "Bankruptcy Code"), as the same may be amended from time to time (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt Code and all right, title and interest of MortgagorBorrower, its successors and assigns therein and thereunder, including all guaranteesincluding, letters of credit and any other credit support given by any guarantor in connection therewithwithout limitation, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land and the Improvements whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code and shall also include, without limitation, (i) rights to payment earned under the Leases for space in the Improvements for the operation of ongoing businesses, such as restaurants, newsstands, xxxxxx shops, beauty shops and pharmacies, and (ii) all other income, consideration, issues, accounts, profits or benefits of any nature arising from the ownership, possession, use or operation of the Property, including, without limitation, all revenues, receipts, income, receivables and accounts relating to or arising from rentals, rent equivalent income, income and profits from guest rooms, meeting rooms, banquet rooms, food and beverage facilities, recreational facilities, spas, vending machines, telephone and television systems, guest laundry, and the provision or sale of other goods and services, as well as all room rents, accounts, accounts receivable and hotel receivables and all other payments and rights to payment of any nature whatsoever made for or with respect to hotel room occupancy by any Person, which includes any payment or monies received or to be received in whole or in part, whether actual or deemed to be, for the sale of services or products in connection with such occupancy, advance registration fees by hotel guests, tour or junket proceeds or deposits, deposits for convention and/or party reservations, and other benefits, and all rights to payment with respect to conference facilities, dining or bar facilities, recreational facilities or other facilities in any way connected with the Property, all rights to payment from any consumer credit charge card organization or entity including, without limitation, payments arising from the use of the American Express Card, Discover Card, the Visa Card, the Xxxxx Xxxxxxx Card, the MasterCard or any other credit card, including those now existing or hereafter created, substitutions therefor, and proceeds thereof (whether cash or non-cash, movable or immovable, tangible or intangible) received from the sale, exchange, transfer, collection or other disposition or substitution thereof, and any other items of revenue, receipts or other income as identified in the most recent edition of the Uniform System of Accounts for Hotels, as adopted by the American Hotel and Lodging Association (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future Subject to the terms of Section 2.03(b) hereof, all leases, rental agreementssubleases, occupancy agreements licenses and other agreements of whatever form now granting others the right to use or hereafter affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, occupy all or any part of the Leasehold Estate or the ImprovementsProperty together with all restatements, including any guarantiesrenewals, extensions, renewalsamendments and supplements thereto (“Leases”), replacements now existing or modifications thereofhereafter entered into, and whether entered before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § 101 et seq. (the "Bankruptcy Code"), as the same may be amended from time to time (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all Borrower’s right, title and interest of Mortgagorin the Leases, its successors and assigns therein and thereunderincluding, including without limitation (i) all guarantees, letters of credit and any other credit support given by any tenant or guarantor in connection therewiththerewith (“Lease Guaranties”), cash (ii) all cash, notes, or securities security deposited under the Leases thereunder to secure the performance by the lessees tenants of their obligations thereunder (“Tenant Security Deposits”), (iii) all claims and rights to the payment of damages and other claims arising from any rejection by a tenant of its Lease under the Bankruptcy Code (“Bankruptcy Claims”), (iv) all of the landlord’s rights in casualty or condemnation proceeds of a tenant in respect of the leased premises (“Tenant Claims”), (v) all rents, ground rents, additional rents, revenues, termination and similar payments, issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Property (collectively with the Lease Guaranties, Tenant Security Deposits, Bankruptcy Claims and the Improvements Tenant Claims, “Rents”), whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code Code, (collectively, the "Rents"vi) and all proceeds or streams of payment from the sale or other disposition of the Leases or disposition of any Rents, and (vii) the right to receive and apply the Rents to the payment of the DebtDebt and to do all other things which Borrower or a lessor is or may become entitled to do under the Leases or with respect to the Rents;

Leases and Rents. All current and future leasesleases [(including the Ground Lease)], subleases [(including the Operating Lease)], rental agreements, occupancy agreements registration cards and agreements, if any, and other agreements of whatever form now agreements, whether or hereafter not in writing, affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Improvements heretofore or the Improvements, including any guaranties, hereafter entered into and all extensions, renewals, replacements or amendments and modifications thereofthereto, whether before or after the filing by or against Mortgagor Mortgagors of any petition for relief under 11 U.S.C. § 101 et seq. the Bankruptcy Code (the "Bankruptcy Code"), as the same may be amended from time to time (the "“Leases"”) and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of MortgagorMortgagors, its their respective successors and assigns therein and thereunder, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees’ obligations thereunder, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonusesbonuses and all rents, revenues, bonus money, royalties, rights and benefits accruing to Mortgagors under all present and future oil, gas and mineral leases on any parts of the Land and the Improvements) from the Leasehold Estate Land and the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagors or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the DebtObligations;

Leases and Rents. All current and future other leases, rental agreementssubleases, occupancy agreements and subsubleases, lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § 101 et seq. any Creditors Rights Laws (collectively, the "Bankruptcy Code")“Leases” provided that, as except for purposes of ensuring that Borrower’s right, title and interest in respect of Hotel Transactions have been assigned to Lender and are subject to the same may be amended from time to time (lien hereof, the "term “Leases"” shall not include Hotel Transactions) and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and rents, rent equivalents, moneys payable as damages (including payments by reason of the rejection of a Lease in a Bankruptcy Action) or in lieu of rent or rent equivalents, royalties (including including, without limitation, all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including including, without limitation, security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Borrower, Master Lessee, Manager, or its any of their respective agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate Property, including, without limitation, all hotel receipts, revenues and credit card receipts collected from guest rooms, restaurants, bars, meeting rooms, banquet rooms and recreational facilities, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the sale, lease, sublease, license, concession or other grant of the right of the use and occupancy of property or rendering of services by Borrower or Master Lessee or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others (including, without limitation, from the rental of any office space, retail space, guest rooms or other space, halls, stores, and offices, and deposits securing reservations of such space), license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and the ImprovementsInsurance Proceeds, together with all proceeds if any, from the sale business or rental interruption or other disposition loss of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guarantees, letters of credit and any other credit support given by any guarantor in connection therewith, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate and the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code income insurance (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, rental agreementssubleases, occupancy agreements and subsubleases, lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part of portion of, the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § 101 et seq. any Creditors Rights Laws (collectively, the "Bankruptcy Code"), as the same may be amended from time to time (the "“Leases"”) and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including including, without limitation, all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including including, without limitation, security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Borrower or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate Property, including, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the Improvementssale, together with all proceeds from the sale lease, sublease, license, concession or other disposition grant of the Leases and the right to receive and apply the Rents to the payment of the Debt use and all rightoccupancy of property or rendering of services by Borrower and proceeds, title and interest of Mortgagorif any, its successors and assigns therein and thereunder, including all guarantees, letters of credit and any other credit support given by any guarantor in connection therewith, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas from business interruption or other mineral royalties and bonuses) from the Leasehold Estate and the Improvements loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code any Creditors Rights Laws (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, subleases , rental agreements, occupancy agreements registration cards and agreements, if any, and other agreements of whatever form now , whether or hereafter not in writing, affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Improvements heretofore or the Improvements, including any guaranties, hereafter entered into and all extensions, renewals, replacements or amendments and modifications thereofthereto, whether before or after the filing by or against Mortgagor of any petition for relief under 11 U.S.C. § 101 et seq. (the "Bankruptcy Code"), as the same may be amended from time to time Code (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees' obligations thereunder, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues issues, registration fees, if any and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land, the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current leases (including, without limitation, the Sixt Agreement and future leasesthe ATM Agreement), subleases, rental agreements, occupancy agreements registration cards, if any, and other agreements of whatever form now or hereafter affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Improvements entered into by or the Improvements, including any guaranties, on behalf of Seller and all extensions, renewalsamendments and modifications thereto, replacements or modifications thereof, whether before or after but specifically excluding the filing by or against Mortgagor of any petition for relief under 11 U.S.C. § 101 et seq. Terminated Contracts (the "Bankruptcy Code"“Leases”), as the same may be amended from time to time (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of MortgagorSeller, its successors and assigns therein and thereunder, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees’ obligations thereunder, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, payments in connection with any termination, cancellation or surrender of any Lease, revenues, issues issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land, the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the Hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms, and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations arising or created out of the sale, lease, sublease, license, concession, or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Seller or any operator or manager of the Hotel or the commercial space located in the Improvements whether paid or accruing before or after acquired from others, including, without limitation, from the filing by or against Mortgagor rental of any petition for relief under office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees, and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the Bankruptcy Code (collectivelyuse, enjoyment or occupancy of the "Rents") Land and/or the Improvements and all proceeds from the sale or other disposition of the Leases and (the right to receive and apply the Rents to the payment of the Debt“Rents”);

Leases and Rents. All current and future leases, rental agreementssubleases, occupancy agreements and lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases or other agreements entered into in connection with such leases, replacements subleases or modifications thereofother agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Grantor of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "“Bankruptcy Code”) (collectively, the “Leases"”) and all right, title and interest of Grantor, its successors and assigns therein and thereunder, including all cash, letters of credit or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Grantor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunderProperty, including all guaranteesreceivables, letters customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of credit and any other credit support given by any guarantor in connection therewiththe sale, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rentslease, additional rentssublease, revenueslicense, issues and profits (including all oil and gas concession or other mineral royalties grant of the right of the use and bonuses) occupancy of property or rendering of services by Grantor and proceeds, if any, from the Leasehold Estate and the Improvements business interruption or other loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor Grantor of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the DebtObligations (as hereinafter defined);

Leases and Rents. All current of Borrower’s right, title and future interest in all leases (including, without limitation, ground leases, rental agreementssubleases or subsubleases), occupancy agreements and lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which Borrower grants any person a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into by Borrower in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into (collectively, the “Leases”), whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "Leases"“Bankruptcy Code”) and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, rent equivalents, tenant termination and contraction fees, moneys payable as damages or in lieu of rent or rent equivalents, royalties additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonuses), income, fees, receivables, receipts, revenues, deposits (including including, without limitation, security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, ) accounts and other consideration of whatever form receipts from the Land and the Improvements whether paid or nature received accruing before or after the filing by or paid to or against Borrower of any petition for relief under the account of or benefit of Mortgagor or its agents or employees from any Bankruptcy Code (collectively, the “Rents”) and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all rightthe performance of the Other Obligations pursuant to the terms of the Loan Documents and applicable law. Notwithstanding the foregoing, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guarantees, letters of credit the term “Rents” shall not include Rents payable under a lease to which Borrower is not a party and any other credit support given by fees or reimbursements payable to any guarantor in connection therewith, cash or securities deposited manager under the Leases to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate and the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debtmanagement agreement;

Leases and Rents. All current and future leases, rental agreementssubleases, occupancy agreements and subsubleases, lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "“Bankruptcy Code”) (collectively, the “Leases"”) and all right, title and interest of Borrower or Lessor, its successors and assigns therein and thereunder, including all cash, letters of credit or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Borrower or its Lessor or their agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunderProperty, including all guaranteesreceivables, letters customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of credit and any other credit support given by any guarantor in connection therewiththe sale, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rentslease, additional rentssublease, revenueslicense, issues and profits (including all oil and gas concession or other mineral royalties grant of the right of the use and bonusesoccupancy of property or rendering of services by Borrower or Lessor or Property Manager (as defined in the Loan Agreement referenced in the Deed to Secure Debt) and proceeds, if any, from the Leasehold Estate and the Improvements business interruption or other loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the DebtObligations (as hereinafter defined);

Leases and Rents. All current leasehold estate, right, title and future interest of Trustor in and to all leases, rental agreementssubleases, occupancy agreements and subsubleases, lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Trustor of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "“Bankruptcy Code”) (collectively, the “Leases"”) and all right, title and interest of Trustor, its successors and assigns therein and thereunder, including all cash, letters of credit or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Trustor or its agents or employees from any and all sources arising from or attributable to the Property, including but not limited to all “rents” (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates as defined in connection with any Leasethe Act (defined below)) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunderProperty, including all guaranteesreceivables, letters customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of credit and any other credit support given by any guarantor in connection therewiththe sale, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rentslease, additional rentssublease, revenueslicense, issues and profits (including all oil and gas concession or other mineral royalties grant of the right of the use and bonuses) occupancy of property or rendering of services by Trustor or Property Manager and proceeds, if any, from the Leasehold Estate and the Improvements business interruption or other loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor Trustor of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the DebtObligations (as hereinafter defined);

Leases and Rents. All current and future leases, subleases , rental agreements, occupancy agreements registration cards and agreements, if any, and other agreements of whatever form now , whether or hereafter not in writing, affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Improvements heretofore or the Improvements, including any guaranties, hereafter entered into and all extensions, renewals, replacements or amendments and modifications thereofthereto, whether before or after the filing by or against Mortgagor Trustor of any petition for relief under 11 U.S.C. § 101 et seq. (the "Bankruptcy Code"), as the same may be amended from time to time Code (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of MortgagorTrustor, its successors and assigns therein and thereunder, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees' obligations thereunder, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land, the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Trustor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Mortgagor Trustor of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, rental agreements, occupancy agreements subleases (whether Borrower is the overlandlord or the sublandlord thereunder) and other agreements of whatever form now or hereafter affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land or the Improvements, including any guaranties, extensions, renewals, replacements Improvements heretofore or modifications thereof, hereafter entered into whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § 101 et seq. (the "Bankruptcy Code"), as the same may be amended from time to time (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of MortgagorBorrower, its successors and assigns therein and thereunder, including including, without limitation, all guarantees, letters of credit and any other credit support given by any guarantor in connection therewith, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land and the Improvements whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt; Condemnation Awards. All awards or payments, including interest thereon, which may heretofore and hereafter be made with respect to the Property, whether from the exercise of the right of eminent domain (including, but not limited to any transfer made in lieu of or in anticipation of the exercise of the right), or for a change of grade, or for any other injury to or decrease in the value of the Property; Insurance Proceeds. All proceeds of and any unearned premiums on any insurance policies covering the Property, including, without limitation, the right to receive and apply the proceeds of any insurance judgments, or settlements made in lieu thereof, for damage to the Property;

Leases and Rents. All current leasehold estate, right, title and future interest of Borrower in and to all leases, rental agreementssubleases, occupancy agreements and subsubleases, lettings, licenses, concessions or other agreements of whatever form now (whether SMRH:4842-8642-7337.7 -3- Accenture Tower - Mortgage, written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "“Bankruptcy Code”) (collectively, the “Leases"”) and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including all cash, letters of credit or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Borrower or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunderProperty, including all guaranteesreceivables, letters customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of credit and any other credit support given by any guarantor in connection therewiththe sale, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rentslease, additional rentssublease, revenueslicense, issues and profits (including all oil and gas concession or other mineral royalties grant of the right of the use and bonuses) occupancy of property or rendering of services by Borrower or Property Manager and proceeds, if any, from the Leasehold Estate and the Improvements business interruption or other loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the DebtObligations (as hereinafter defined);

Leases and Rents. All current and future leases, rental agreements, occupancy agreements leases and other agreements of whatever form now or hereafter affecting the use, enjoyment or occupancy ofof the Land and the Improvements heretofore or hereafter entered into (including, without limitation, the Operating Lease, all patient admissions and resident care agreements, all lettings, subleases, licenses, concessions, tenancies and other occupancy agreements covering or the conduct of any activity upon or in, encumbering all or any part portion of the Leasehold Estate or the Improvements, including any guaranties, extensions, renewals, replacements or modifications thereofProperty), whether before or after the filing by or against Mortgagor such Borrower of any petition for relief under 11 U.S.C. § 101 U.S.C.ss.101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "Bankruptcy Code") (collectively, the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagorsuch Borrower, its successors and assigns therein and thereunder, including all guaranteesincluding, letters of credit and any other credit support given by any guarantor in connection therewithwithout limitation, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenuesrevenues (including, without limitation, (i) rights to payment earned under the Leases for space in the Improvements for the operation of ongoing businesses, such as restaurants, news stands, xxxxxx shops, beauty shops and pharmacies and (ii) all other income, consideration, profits and benefits of any nature arising from the ownership, possession, use or operation of the Property, including, without limitation Patient Revenues and Self-Pay Receivables), issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land and the Improvements whether paid or accruing before or after the filing by or against Mortgagor such Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, rental agreementssubleases, occupancy agreements and subsubleases, lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Grantor of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "“Bankruptcy Code”) (collectively, the “Leases"”) and all right, title and interest of Grantor, its successors and assigns therein and thereunder, including all cash, letters of credit or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Grantor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunderProperty, including all guaranteesreceivables, letters customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of credit and any other credit support given by any guarantor in connection therewiththe sale, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rentslease, additional rentssublease, revenueslicense, issues and profits (including all oil and gas concession or other mineral royalties grant of the right of the use and bonuses) occupancy of property or rendering of services by Grantor or Property Manager and proceeds, if any, from the Leasehold Estate and the Improvements business interruption or other loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor Grantor of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the DebtObligations (as hereinafter defined);

Leases and Rents. All current and future leases, rental agreementssubleases, occupancy agreements and subsubleases, lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor of any petition for relief under 11 U.S.C. § 101 et seq. any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization, conservatorship, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to debts or debtors (“Creditors Rights Laws”) (collectively, the "Bankruptcy Code"), as the same may be amended from time to time (the "“Leases"”) and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including, without limitation, cash or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including including, without limitation, all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including including, without limitation, security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate Property, including, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the Improvementssale, together with all proceeds from the sale lease, sublease, license, concession or other disposition grant of the Leases and the right to receive and apply the Rents to the payment of the Debt use and all rightoccupancy of property or rendering of services by Xxxxxxxxx and proceeds, title and interest of Mortgagorif any, its successors and assigns therein and thereunder, including all guarantees, letters of credit and any other credit support given by any guarantor in connection therewith, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas from business interruption or other mineral royalties and bonuses) from the Leasehold Estate and the Improvements loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code any Creditors Rights Laws (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, subleases, rental agreements, occupancy agreements registration cards and agreements, if any, and other agreements of whatever form now whether or hereafter not in writing affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Improvements heretofore or hereafter entered into (including, without limitation, the Improvements, including any guaranties, Operating Lease) and all extensions, renewals, replacements or amendments and modifications thereofthereto, whether before or after the filing by or against Mortgagor of any petition for relief under 11 U.S.C. § 101 et seq. Creditor's Rights Laws (defined below) (collectively, the "Bankruptcy Code"“Leases”), as the same may be amended from time to time (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees' obligations thereunder, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonusesbonuses and all rents, revenues, bonus money, royalties, rights and benefits accruing to Mortgagor under all present and future oil, gas and mineral leases on any parts of the Land and the Improvements) from the Leasehold Estate Land and the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under Creditors Rights Laws (the Bankruptcy Code (collectively“Rents”), the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the DebtObligations. As used herein, the term “Creditors Rights Laws” shall mean any existing or future Laws of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization, conservatorship, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to its debts or debtors;

Leases and Rents. All current and future leases, rental agreementssubleases, occupancy agreements subsubleases, lettings, licenses (including, without limitation, that certain License Agreement effective as of January 1, 2014 by -2- and between 333 Hope and 333 Plant), concessions or other agreements (whether written or oral) (including, without limitation, that certain Energy Services Agreement effective as of whatever form now or hereafter affecting the useJanuary 1, enjoyment or occupancy of2014 by and between 333 Hope and 333 Plant) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § 101 et seq. any Creditors Rights Laws (collectively, the "Bankruptcy Code"), as the same may be amended from time to time (the "“Leases"”) and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including including, without limitation, all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including including, without limitation, security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Borrower or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate Property, including, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the Improvementssale, together with all proceeds from the sale lease, sublease, license, concession or other disposition grant of the Leases and the right to receive and apply the Rents to the payment of the Debt use and all rightoccupancy of property or rendering of services by Borrower or Manager and proceeds, title and interest of Mortgagorif any, its successors and assigns therein and thereunder, including all guarantees, letters of credit and any other credit support given by any guarantor in connection therewith, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas from business interruption or other mineral royalties and bonuses) from the Leasehold Estate and the Improvements loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code any Creditors Rights Laws (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, rental agreements, occupancy agreements subleases and other agreements of whatever form now or hereafter affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Improvements heretofore or the Improvements, including any guaranties, hereafter entered into and all extensions, renewals, replacements or amendments and modifications thereofthereto, whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § 101 et seq. Creditors Rights Laws (the "Bankruptcy Code"), as the same may be amended from time to time defined in Article 10) (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of MortgagorBorrower, its successors and assigns therein and thereunder, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees' obligations thereunder, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land and the Improvements whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code Creditors Rights Laws (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and all sums paid or payable in consideration of or as a result of the termination of any Leases and the right to receive and apply the Rents to the payment of the Debt; Insurance Proceeds. All proceeds of and any unearned premiums on any insurance policies covering the Land, the Improvements, the Personal Property and other collateral granted under this 0, including, without limitation, the right to receive and apply the proceeds of any insurance, judgments, or settlements made in lieu thereof, for damage to the Property; Condemnation Awards. All awards or payments, including interest thereon, which may heretofore and hereafter be made with respect to the Land, the Improvements, the Personal Property and other collateral granted under this 0, whether from the exercise of the right of eminent domain (including, but not limited to any transfer made in lieu of or in anticipation of the exercise of the right), or for a change of grade, or for any other injury to or decrease in the value of the Property; Tax Certiorari. All refunds, rebates or credits in connection with a reduction in real estate taxes and assessments charged against the Land, the Improvements, the Personal Property and other collateral granted under this 0 as a result of tax certiorari or any applications or proceedings for reduction;

Leases and Rents. All current and future leases, rental agreementssubleases or subsubleases, occupancy agreements and lettings, licenses, concessions or other agreements of whatever form (whether written or oral and whether now or hereafter affecting the use, enjoyment or occupancy ofhereinafter in effect) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, lettings, licenses, concessions or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, lettings, licenses, concessions or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into (collectively, the “Leases”), whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "Leases"“Bankruptcy Code”) and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of MortgagorBorrower, its successors and assigns therein and thereunder, including all guaranteesincluding, letters of without limitation, letter-of-credit and any other credit support given by any guarantor in connection therewithrights, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including timber to be cut, all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land and the Improvements whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, rental agreementssubleases or subsubleases, occupancy agreements and lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land, the Condominium Project, the Units and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into (collectively, the “Leases”), whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § 101 et seq. (the "Bankruptcy Code"), as the same may be amended from time to time (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt Code and all right, title and interest of MortgagorBorrower, its successors and assigns therein and thereunder, including all guaranteesincluding, letters of credit and any other credit support given by any guarantor in connection therewithwithout limitation, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonuses) ), all revenues and credit card receipts collected from the Leasehold Estate rental of guest rooms (whether to individuals, groups or transients), restaurants, room service, bars, honor bars, meeting rooms, banquet rooms and recreational facilities, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the sale, lease, sublease, license, concession or other grant of the right of the use and occupancy of property or rendering of services by Borrower or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others (including, without limitation, from the rental of any office space, retail space, guest rooms or other space, halls, stores, and offices, and deposits securing reservations of such space), license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales, movie rentals, telephone service and proceeds, if any, from business interruption or other loss of income insurance from the Land, the Condominium Project, the Units and the Improvements whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, tenancies, licenses, subleases, rental agreements, occupancy agreements registration cards and agreements, if any, and other agreements of whatever form now agreements, whether or hereafter affecting not in writing, providing for the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Improvements heretofore or the Improvements, including any guaranties, hereafter entered into and all extensions, renewals, replacements or amendments and modifications thereofthereto, whether before or after the filing by or against Mortgagor of any petition for relief under Title 11 U.S.C. U.S.C.A. § 101 et seq. and the regulations adopted and promulgated thereto (the "Bankruptcy Code"), as the same may be amended from time to time time, the “Bankruptcy Code”) (the "“Tenant Leases"”) and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees’ obligations thereunder, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, payments in connection with any termination, cancellation or surrender of any Tenant Lease, revenues, issues issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land, the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Tenant Leases (the “Rents”) and the right to receive and apply the Rents to the payment of the Debt; Condemnation Awards. All awards or payments, including interest thereon, which may heretofore and hereafter be made with respect to the Property, whether from the exercise of the right of eminent domain (including but not limited to any transfer made in lieu of or in anticipation of the exercise of the right), or for a change of grade, or for any other injury to or decrease in the value of the Property; Insurance Proceeds. All proceeds of and any unearned premiums on any insurance policies covering the Property, including, without limitation, the right to receive and apply the proceeds of any insurance, judgments, or settlements made in lieu thereof, for damage to the Property; Tax Certiorari. All refunds, rebates or credits in connection with a reduction in real estate taxes and assessments charged against the Property as a result of tax certiorari or any applications or proceedings for reduction;

Leases and Rents. All current and future leases, subleases, rental agreements, occupancy agreements registration cards and agreements, if any, lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements or modifications thereofother agreements entered into in connection with such leases, subleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "Bankruptcy Code") (collectively, the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of MortgagorBorrower, its successors and assigns therein and thereunder, including all guaranteesincluding, letters of credit and any other credit support given by any guarantor in connection therewithwithout limitation, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land and/or the Improvements, all income, rents, use or occupancy of all or only part of, issues, profits, revenues, deposits, accounts and other benefits from the Land and/or the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, rental agreementssubleases, occupancy agreements and subsubleases, lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor any Borrower of any petition for relief under 11 U.S.C. § 101 et seq. any Creditors Rights Laws (collectively, the "Bankruptcy Code"), as the same may be amended from time to time (the "“Leases"”) and all right, title and interest of Borrowers, their respective successors and assigns therein and thereunder, including, without limitation, cash or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including including, without limitation, all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including including, without limitation, security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Borrowers or its their respective agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate Property, including, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the Improvementssale, together with all proceeds from the sale lease, sublease, license, concession or other disposition grant of the Leases and the right to receive and apply the Rents to the payment of the Debt use and all rightoccupancy of property or rendering of services by Borrowers or Manager and proceeds, title and interest of Mortgagorif any, its successors and assigns therein and thereunder, including all guarantees, letters of credit and any other credit support given by any guarantor in connection therewith, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas from business interruption or other mineral royalties and bonuses) from the Leasehold Estate and the Improvements loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor Borrowers of any petition for relief under the Bankruptcy Code any Creditors Rights Laws (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and Subject to the terms of Section 1.2 of this Security Instrument, all existing or future leases, subleases, rental agreements, occupancy agreements and other agreements of whatever form now whether or hereafter affecting not in writing for the use, enjoyment use or occupancy ofof the Land and/or the Improvements, or the conduct of any activity upon or in, all or any part of such leases or agreements existing now or entered into in the Leasehold Estate or the Improvements, including any guaranties, future and all extensions, renewals, replacements amendments, replacements, and modifications of such leases or modifications thereofagreements, and each existing or future guaranty of payment or performance thereunder, whether before or after the filing by or against Mortgagor Grantor of any petition for relief under 11 U.S.C. § 101 et seq. Debtor Relief Laws (collectively, the "Bankruptcy Code"), as the same may be amended from time to time (the "“Leases"”) and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of MortgagorGrantor, its successors and assigns therein in and thereunderunder the Leases, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees’ obligations thereunder (“Lease Guaranties”), cash or securities deposited under the Leases or letters of credit delivered thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, bonuses, revenues, issues issues, proceeds, and profits (including all oil rents, revenues, bonus money, royalties, rights, and benefits accruing to Grantor under all present and future oil, gas or other and mineral royalties leases on any parts of the Land and bonusesthe Improvements) from the Leasehold Estate Land and the Improvements, all income, rents, issues, profits, revenues, deposits, accounts and other benefits from operation of the Improvements on the Land and/or the Improvements, including, without limitation, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, Lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land or Improvements (or both), or personalty located thereon, or rendering of services by Grantor or any operator or manager of the Improvements or the commercial space located in the Improvements or acquired from others including, without limitation, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land or the Improvements (or both) whether paid or accruing before or after the filing by or against Mortgagor Grantor of any petition for relief under Debtor Relief Laws and all proceeds and other amounts paid or owing to Grantor under or pursuant to any and all contracts and bonds relating to the Bankruptcy Code construction or renovation of the Secured Property (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;Indebtedness.

Leases and Rents. All current and future leases, rental agreementsground leases, occupancy agreements and subleases or subsubleases, lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into (collectively, the “Leases”), whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § 101 et seq. (the "Bankruptcy Code")Code and all right, as title and interest of Borrower, its successors and assigns therein and thereunder, including, EXHIBIT G-1 – CBL 4873-9001-7310\2 without limitation, cash or securities deposited thereunder to secure the same may be amended from time to time (performance by the "Leases") Tenants of their obligations thereunder and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guarantees, letters of credit and any other credit support given by any guarantor in connection therewith, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rentsroyalties, additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land and the Improvements whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, rental agreementsmaster leases, occupancy agreements and subleases, subsubleases, lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part of portion of, the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § 101 et seq. any Creditors Rights Laws (the "Bankruptcy Code")collectively, as the same may be amended from time to time (the "Leases") and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including, without limitation, cash or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including including, without limitation, all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including including, without limitation, security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Borrower or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate Property, including, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of the Improvementssale, together with all proceeds from the sale lease, sublease, license, concession or other disposition grant of the Leases and the right to receive and apply the Rents to the payment of the Debt use and all rightoccupancy of property or rendering of services by Borrower or Manager and proceeds, title and interest of Mortgagorif any, its successors and assigns therein and thereunder, including all guarantees, letters of credit and any other credit support given by any guarantor in connection therewith, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas from business interruption or other mineral royalties and bonuses) from the Leasehold Estate and the Improvements loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code any Creditors Rights Laws (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and existing or future leases, subleases, rental agreements, occupancy agreements and other agreements of whatever form now whether or hereafter affecting not in writing for the use, enjoyment use or occupancy ofof the Land and/or the Improvements, or the conduct of any activity upon or in, all or any part of the Leasehold Estate thereof, heretofore or the Improvements, including any guaranties, hereafter entered into and all extensions, renewals, replacements amendments, replacements, and modifications thereto or modifications thereof, and each existing or future guaranty of payment or performance thereunder, whether before or after the filing by or against Mortgagor of any petition for relief under 11 U.S.C. § 101 et seq. Creditors Rights Laws (defined below) (collectively, the "Bankruptcy Code"), as the same may be amended from time to time (the "“Leases"”) and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees’ obligations thereunder, cash or securities deposited under the Leases or letters of credit delivered thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, bonuses, revenues, issues issues, proceeds, and profits (including all oil rents, revenues, bonus money, royalties, rights, and benefits accruing to Mortgagor under all present and future oil, gas or other and mineral royalties leases on any parts of the Land and bonusesthe Improvements) from the Leasehold Estate Land and the Improvements, all income, rents, issues, profits, revenues, deposits, accounts and other benefits from operation of the Improvements on the Land and/or the Improvements, including, without limitation, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, Lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land or Improvements (or both), or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the Improvements or the commercial space located in the Improvements or acquired from others including, without limitation, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land or the Improvements (or both) whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under Creditors Rights Laws and all proceeds and other amounts paid or owing to Mortgagor under or pursuant to any and all contracts and bonds relating to the Bankruptcy Code construction or renovation of the Property (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the DebtSecured Obligations (as such term is defined in Section 2.3 hereinbelow). As used herein, the term “Creditors Rights Laws” shall mean any applicable existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization, conservatorship, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to its debts or debtors;

Leases and Rents. All current and future leases, subleases, rental agreements, occupancy agreements registration cards and agreements, if any, and other agreements of whatever form now agreements, whether or hereafter not in writing, affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Improvements heretofore or the Improvements, including any guaranties, hereafter entered into and all extensions, renewals, replacements or amendments and modifications thereofthereto, whether before or after the filing by or against Mortgagor of any petition for relief under 11 U.S.C. § 101 et seq. (the "Bankruptcy Code"), as the same may be amended from time to time Code (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees' obligations thereunder, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues issues, registration fees, if any, and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land, the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, subleases , rental agreements, occupancy agreements registration cards and agreements, if any, and other agreements of whatever form now , whether or hereafter not in writing, affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Improvements heretofore or the Improvements, including any guaranties, hereafter entered into and all extensions, renewals, replacements or amendments and modifications thereofthereto, whether before or after the filing by or against Mortgagor of any petition for relief under 11 U.S.C. § 101 et seq. the Bankruptcy Code (the "Bankruptcy Code"), as the same may be amended from time to time (the "“Leases"”) and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guaranteesincluding, letters without limitation, any guaranties of credit and any other credit support given by any guarantor in connection therewiththe lessees’ obligations thereunder, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues issues, registration fees, if any and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land, the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements or acquired from others including, without limitation, from the rental of any office space, retail space, commercial space, guest room or other space, halls, stores or offices, including any deposits securing reservations of such space, exhibit or sales space of every kind, license, lease, sublease and concession fees and rentals, health club membership fees, food and beverage wholesale and retail sales, service charges, vending machine sales and proceeds, if any, from business interruption or other loss of income insurance relating to the use, enjoyment or occupancy of the Land and/or the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, rental agreementssubleases or subsubleases, occupancy agreements and lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Grantor of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "“Bankruptcy Code”) (collectively, the “Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses”), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of MortgagorGrantor, its successors and assigns assigns, therein and thereunder, including all guaranteesincluding, letters of credit and any other credit support given by any guarantor in connection therewithwithout limitation, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder thereunder, and all amounts paid or payable (including forfeited deposits) under contracts for the sale of any portion of the Land and the Improvements, and all rents, additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land and the Improvements Improvements, whether paid or accruing before or after the filing by or against Mortgagor Grantor of any petition for relief under the Bankruptcy Code (collectively, the "“Rents") ”), and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment and performance of the Obligations (as defined below), including the payment of the Debt;

Leases and Rents. All current and future leases, rental agreementssubleases, occupancy agreements and subsubleases, lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Trustor of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "“Bankruptcy Code”) (collectively, the “Leases"”) and all right, title and interest of Trustor, its successors and assigns therein and thereunder, including all cash, letters of credit or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues (including room revenues), deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Trustor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunderProperty, including all guaranteesreceivables, letters customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of credit and any other credit support given by any guarantor in connection therewiththe sale, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rentslease, additional rentssublease, revenueslicense, issues and profits (including all oil and gas concession or other mineral royalties grant of the right of the use and bonuses) occupancy of property or rendering of services by Trustor or Property Manager and proceeds, if any, from the Leasehold Estate and the Improvements business interruption or other loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor Trustor of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the DebtObligations (as hereinafter defined);

Leases and Rents. All current and future leases, subleases, rental agreements, tenancies, occupancy agreements or concession agreements, registration cards and agreements, if any, and other agreements of whatever form now whether or hereafter not in writing affecting the use, enjoyment or occupancy of, or the conduct of any activity upon or in, all or any part of the Leasehold Estate Land and/or the Improvements heretofore or hereafter entered into (including, without limitation, the Improvements, including any guaranties, Operating Lease) and all extensions, renewals, replacements or amendments and modifications thereofthereto, whether before or after the filing by or against Mortgagor of any petition for relief under 11 U.S.C. § 101 et seq. Creditor's Rights Laws (defined below) (collectively, the "Bankruptcy Code"“Leases”), as the same may be amended from time to time (the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guaranteesincluding, without limitation, any guaranties of the lessees' obligations thereunder, cash, guaranty agreements, letters of credit and any other credit support given by any guarantor in connection therewithcredit, cash bonds, sureties or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues issues, registration fees, advance rental payments, payments incident to assignment, sublease or surrender of a Lease, claims for forfeited deposits and claims for damages, now due or hereafter to become due, with respect to any Lease, any indemnification against, or reimbursement for, sums paid and costs and expenses incurred by the Mortgagor under any Lease or otherwise, and any award in the event of the bankruptcy of any Tenant under or guarantor of a Lease, if any, and profits (including all oil and gas or other mineral royalties and bonusesbonuses and all rents, revenues, bonus money, royalties, rights and benefits accruing to Mortgagor under all present and future oil, gas and mineral leases on any parts of the Land and the Improvements) from the Leasehold Estate Land and the Improvements, all income, rents, room rates, issues, profits, revenues, deposits, accounts and other benefits from the operation of the hotel on the Land and/or the Improvements, including, without limitation, all revenues and credit card receipts collected from guest rooms, restaurants, bars, mini-bars, meeting rooms, banquet rooms and recreational facilities and otherwise, all receivables, customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of sale, lease, sublease, license, concession or other grant of the right of the possession, use or occupancy of all or any portion of the Land and/or Improvements, or personalty located thereon, or rendering of services by Mortgagor or any operator or manager of the hotel or the commercial space located in the Improvements whether paid or accruing before or after acquired from others, including, without limitation, from the filing by or against Mortgagor rental of any petition for relief under the Bankruptcy Code (collectivelyoffice space, the "Rents") and all proceeds from the sale retail space, commercial space, guest room or other disposition space, halls, stores or offices, including any deposits securing reservations of the Leases such space, exhibit or sales space of every kind, license, lease, sublease and the right to receive concession fees and apply the Rents to the payment of the Debt;rentals, health club membership fees, food and beverage

Leases and Rents. All current and future leases, rental agreementssubleases or subsubleases, occupancy agreements and lettings, licenses, concessions or other agreements of whatever form (whether written or oral and whether now or hereafter affecting the use, enjoyment or occupancy ofhereinafter in effect) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, lettings, licenses, concessions or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, lettings, licenses, concessions or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into (collectively, the “Leases”), whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "Leases"“Bankruptcy Code”) and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of MortgagorXxxxxxxx, its successors and assigns therein and thereunder, including all guaranteesincluding, letters of without limitation, letter-of-credit and any other credit support given by any guarantor in connection therewithrights, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including timber to be cut, all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land and the Improvements whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, rental agreementssubleases or subsubleases, occupancy agreements and lettings, licenses, concessions or other agreements of whatever form (whether written or oral and whether now or hereafter affecting the use, enjoyment or occupancy ofin effect) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of any space in any of the Leasehold Estate Land or the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such lease, renewalssublease, replacements or modifications thereofsubsublease and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto (collectively, the “Leases”), whether before or after the filing by or against Mortgagor the Borrower of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "Leases"“Bankruptcy Code”) and all right, title and interest of the Borrower, its successors and assigns therein and thereunder, including, without limitation, letters of credit, cash or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, accounts receivable, cash, issues, fees, profits, charges for services renderedgross revenues, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees the Borrower from any and all sources (including any warrantsarising from or attributable solely to the ownership or occupation of the Land, stock options the Improvements, or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) the Fixtures and Equipment and not arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition business of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guarantees, letters of credit and any other credit support given by any guarantor in connection therewith, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate and the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code Borrower (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the DebtSecured Obligations;

Leases and Rents. All current and future leases, rental agreementssubleases, occupancy agreements and subsubleases, lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into, whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "“Bankruptcy Code”) (collectively, the “Leases"”) and all right, title and interest of Borrower, its successors and assigns therein and thereunder, including all cash, letters of credit or securities deposited thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor Borrower or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunderProperty, including all guaranteesreceivables, letters customer obligations, installment payment obligations and other obligations now existing or hereafter arising or created out of credit and any other credit support given by any guarantor in connection therewiththe sale, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rentslease, additional rentssublease, revenueslicense, issues and profits (including all oil and gas concession or other mineral royalties grant of the right of the use and bonuses) occupancy of property or rendering of services by Borrower or Property Manager and proceeds, if any, from the Leasehold Estate and the Improvements business interruption or other loss of income insurance whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the DebtObligations (as hereinafter defined);

Leases and Rents. All current and future leases, rental agreementssubleases or subsubleases, occupancy agreements and lettings, licenses, concessions or other agreements of whatever form now (whether written or hereafter affecting the use, enjoyment or occupancy oforal) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into (collectively, the “Leases”), whether before or EXHIBIT G-2 – CBL 4873-9001-7310\2 after the filing by or against Mortgagor of any petition for relief under 11 U.S.C. § 101 et seq. (Debtor Relief Laws and all right, title and interest of Mortgagor, including, without limitation, cash or securities deposited thereunder to secure the "Bankruptcy Code"), as performance by the same may be amended from time to time (the "Leases") Tenants of their obligations thereunder and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagor, its successors and assigns therein and thereunder, including all guarantees, letters of credit and any other credit support given by any guarantor in connection therewith, cash or securities deposited under the Leases to secure the performance by the lessees of their obligations thereunder and all rentsroyalties, additional rents, revenues, issues and profits (including all oil and gas or other mineral royalties and bonusesbonuses to the extent owned by Mortgagor) from the Leasehold Estate Land and the Improvements whether paid or accruing before or after the filing by or against Mortgagor of any petition for relief under the Bankruptcy Code Debtor Relief Laws (collectively, the "“Rents"”) and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, rental agreementssubleases or subsubleases, occupancy agreements and lettings, licenses, concessions or other agreements of whatever form (whether written or oral and whether now or hereafter affecting the use, enjoyment or occupancy ofhereinafter in effect) pursuant to which any Person is granted a possessory interest in, or the conduct of any activity upon right to use or in, occupy all or any part portion of the Leasehold Estate or Land and the Improvements, including any guarantiesand every modification, extensionsamendment or other agreement relating to such leases, renewalssubleases, replacements subsubleases, lettings, licenses, concessions or modifications thereofother agreements entered into in connection with such leases, subleases, subsubleases, lettings, licenses, concessions or other agreements and every guarantee of the performance and observance of the covenants, conditions and agreements to be performed and observed by the other party thereto, heretofore or hereafter entered into (collectively, the "Leases"), whether before or after the filing by or against Mortgagor Borrower of any petition for relief under 11 U.S.C. § §101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "LeasesBankruptcy Code") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of MortgagorBorrower, its successors and assigns therein and thereunder, including all guaranteesincluding, letters of without limitation, letter-of-credit and any other credit support given by any guarantor in connection therewithrights, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenues, issues and profits (including timber to be cut, all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land and the Improvements whether paid or accruing before or after the filing by or against Mortgagor Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;

Leases and Rents. All current and future leases, rental agreements, occupancy agreements leases and other agreements of whatever form now or hereafter affecting the use, enjoyment or occupancy ofof the Land and the Improvements heretofore or hereafter entered into (including, without limitation, the Operating Lease, all patient admissions and resident care agreements, all lettings, subleases, licenses, concessions, tenancies and other occupancy agreements covering or the conduct of any activity upon or in, encumbering all or any part portion of the Leasehold Estate or the Improvements, including any guaranties, extensions, renewals, replacements or modifications thereofProperty), whether before or after the filing by or against Mortgagor such Borrower of any petition for relief under 11 U.S.C. § 101 (S)101 et seq. (the "Bankruptcy Code")., as the same may be amended from time to time (the "Bankruptcy Code") (collectively, the "Leases") and all rents, rent equivalents, moneys payable as damages or in lieu of rent or rent equivalents, royalties (including all oil and gas or other mineral royalties and bonuses), income, receivables, receipts, revenues, deposits (including security, utility and other deposits), accounts, cash, issues, fees, profits, charges for services rendered, and other consideration of whatever form or nature received by or paid to or for the account of or benefit of Mortgagor or its agents or employees from any and all sources (including any warrants, stock options or other rights granted to Mortgagor, any principal or their Affiliates in connection with any Lease) arising from or attributable to the Leasehold Estate and the Improvements, together with all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt and all right, title and interest of Mortgagorsuch Borrower, its successors and assigns therein and thereunder, including all guaranteesincluding, letters of credit and any other credit support given by any guarantor in connection therewithwithout limitation, cash or securities deposited under the Leases thereunder to secure the performance by the lessees of their obligations thereunder and all rents, additional rents, revenuesrevenues (including, without limitation, (i) rights to payment earned under the Leases for space in the Improvements for the operation of ongoing businesses, such as restaurants, news stands, xxxxxx shops, beauty shops and pharmacies and (ii) all other income, consideration, profits and benefits of any nature arising from the ownership, possession, use or operation of the Property, including, without limitation Patient Revenues and Self-Pay Receivables), issues and profits (including all oil and gas or other mineral royalties and bonuses) from the Leasehold Estate Land and the Improvements whether paid or accruing before or after the filing by or against Mortgagor such Borrower of any petition for relief under the Bankruptcy Code (collectively, the "Rents") and all proceeds from the sale or other disposition of the Leases and the right to receive and apply the Rents to the payment of the Debt;