Common use of Obligations of the Asset Manager Clause in Contracts

Obligations of the Asset Manager. The Asset Manager shall perform on behalf of the Company those duties and responsibilities of the Manager in respect of the evaluation of Proposed Tranche II Properties and the acquisition of Approved Tranche II Properties, and the evaluation of Tranche II LSL Properties and the making of Tranche II LSL Loans, as contemplated by Section 3.6 of the Operating Agreement, and in respect of the management of the Tranche II Properties and Tranche II LSL Loans, that may be delegated to the Asset Manager pursuant to Section 3.1(b) of the Operating Agreement. With respect to the management of the Tranche II Properties, the Asset Manager shall perform the duties and responsibilities described in Appendix 1 attached hereto and made a part hereof. With respect to the management of the Tranche II LSL Loans, the Asset Manager shall perform the duties and responsibilities described in Appendix 1 attached hereto and made a part hereof. Additionally, the Asset Manager shall prepare or cause to be prepared reports and statements as is, and in the manner, required by the Operating Agreement. The Asset Manager shall maintain appropriate books of account and records relating to services performed pursuant hereto, which books of account and records shall be available for inspection by representatives of the Company upon reasonable notice during normal business hours, and from time to time or at any time requested by the Company, make reports to the Company of the Asset Manager's performance of the foregoing services. In performing the foregoing services, the Asset Manager shall not, and shall have no power or authority to, (i) bind the Company, or to enter into any contract or other agreement in the name of or on behalf of the Company, unless specifically authorized in writing to do so by the Company, (ii) amend, cancel or alter any of the organizational documents of the Company, or (iii) do any act not authorized pursuant to this Management Agreement, unless specifically authorized to do so in writing by the Company or specifically authorized to do so by the Operating Agreement. Any and all approvals required from the Company pursuant to this Management Agreement may be given or withheld by the Company in its absolute and sole discretion.

Obligations of the Asset Manager. The Asset Manager shall perform on behalf of the Company those duties and responsibilities of the Manager in respect of the evaluation of Proposed Tranche II Properties and the acquisition of Approved Tranche II Properties, and the evaluation of Tranche II LSL Properties and the making of Tranche II LSL Loans, as contemplated by Section 3.6 of the Operating Agreement, and in respect of the management of the Tranche II Properties and Tranche II LSL Loans, that may be delegated to the Asset Manager pursuant to Section 3.1(b) of the Operating Agreement. With respect to the management of the Tranche II Properties, the Asset Manager manager shall perform the duties and responsibilities described in Appendix 1 attached hereto and made a part hereof. With respect to the management of the Tranche II LSL Loans, the Asset Manager shall perform the duties and responsibilities described in Appendix 1 attached hereto and made a part hereof. Additionally, the Asset Manager shall prepare or cause to be prepared reports and statements as is, and in the manner, required by the Operating Agreement. The Asset Manager shall maintain appropriate books of account and records relating to services performed pursuant hereto, which books of account and records shall be available for inspection by representatives of the Company upon reasonable notice during normal business hours, and from time to time or at any time requested Exh. B-1 193 by the Company, make reports to the Company of the Asset Manager's performance of the foregoing services. In performing the foregoing services, the Asset Manager shall not, and shall have no power or authority to, (i) bind the Company, or to enter into any contract or other agreement in the name of or on behalf of the Company, unless specifically authorized in writing to do so by the Company, (ii) amend, cancel or alter any of the organizational documents of the Company, or (iii) do any act not authorized pursuant to this Management Agreement, unless specifically authorized to do so in writing by the Company or specifically authorized to do so by the Operating Agreement. Any and all approvals required from the Company pursuant to this Management Agreement may be given or withheld by the Company in its absolute and sole discretion.

Obligations of the Asset Manager. The Asset Manager shall perform on behalf of the Company Partnership those duties and responsibilities of the Manager Managing General Partner in respect of the evaluation of Proposed Tranche II Qualified Properties and the acquisition of Approved Tranche II Properties, and the evaluation of Tranche II LSL Qualified Properties and the making of Tranche II LSL Loans, as contemplated by Section 3.6 of the Operating Partnership Agreement, and in respect of the management of the Tranche II Qualified Properties and Tranche II LSL Loans, that may be delegated to the Asset Manager pursuant to Section 3.1(b) of the Operating Partnership Agreement. With respect to the management of the Tranche II Qualified Properties, the Asset Manager shall perform the duties and responsibilities described in Appendix 1 attached hereto and made a part hereof. With respect to the management of the Tranche II LSL Loans, the Asset Manager shall perform the duties and responsibilities described in Appendix 1 attached hereto and made a part hereof. Additionally, the Asset Manager shall prepare or cause to be prepared reports and statements as is, and in the manner, required by the Operating Partnership Agreement. The Asset Manager shall maintain appropriate books of account and records relating to services performed pursuant hereto, which books of account and records shall be available for inspection by representatives of the Company Partnership upon reasonable notice during normal business hours, and from time to time or at any time requested by the CompanyPartnership, make reports to the Company Partnership of the Asset Manager's ’s performance of the foregoing services. In performing the foregoing services, the Asset Manager shall not, and shall have no power or authority to, (i) bind the CompanyPartnership, or to enter into any contract or other agreement in the name of or on behalf of the CompanyPartnership, unless specifically authorized in writing to do so by the CompanyPartnership, (ii) amend, cancel or alter any of the organizational documents of the CompanyPartnership, or (iii) do any act not authorized pursuant to this Management Agreement, unless specifically authorized to do so in writing by the Company Partnership or specifically authorized to do so by the Operating Partnership Agreement. Any and all approvals required from the Company Partnership pursuant to this Management Agreement may be given or withheld by the Company Partnership in its absolute and sole discretion.

Obligations of the Asset Manager. The Asset Manager shall perform on behalf of the Company those duties and responsibilities of the Manager in respect of the evaluation of Proposed Tranche II Qualified Properties and the acquisition of Approved Tranche II Properties, and the evaluation of Tranche II LSL Qualified Properties and the making of Tranche II LSL Loans, as contemplated by Section 3.6 of the Operating Company Agreement, and in respect of the management of the Tranche II Qualified Properties and Tranche II LSL Loans, that may be delegated to the Asset Manager pursuant to Section 3.1(b) of the Operating Company Agreement. With respect to the management of the Tranche II Qualified Properties, the Asset Manager shall perform the duties and responsibilities described in Appendix 1 attached hereto and made a part hereof. With respect to the management of the Tranche II LSL Loans, the Asset Manager shall perform the duties and responsibilities described in Appendix 1 attached hereto and made a part hereof. Additionally, the Asset Manager shall prepare or cause to be prepared reports and statements as is, and in the manner, required by the Operating Company Agreement. The Asset Manager shall maintain appropriate books of account and records relating to services performed pursuant hereto, which books of account and records shall be available for inspection by representatives of the Company upon reasonable notice during normal business hours, and from time to time or at any time requested by the Company, make reports to the Company of the Asset Manager's ’s performance of the foregoing services. In performing the foregoing services, the Asset Manager shall not, and shall have no power or authority to, (i) bind the Company, or to enter into any contract or other agreement in the name of or on behalf of the Company, unless specifically authorized in writing to do so by the Company, (ii) amend, cancel or alter any of the organizational documents of the Company, or (iii) do any act not authorized pursuant to this Management Agreement, unless specifically authorized to do so in writing by the Company or specifically authorized to do so by the Operating Company Agreement. Any and all approvals required from the Company pursuant to this Management Agreement may be given or withheld by the Company in its absolute and sole discretion.

Obligations of the Asset Manager. The Asset Manager shall perform on behalf of the Company those duties and responsibilities of the Manager in respect of the evaluation of Proposed Tranche II Properties and the acquisition of Approved Tranche II Properties, and the evaluation of Tranche II LSL Properties and the making of Tranche II LSL Loans, as contemplated by Section 3.6 of the Operating Agreement, and in respect of the management of the Tranche II Properties and Tranche II LSL Loans, that may be delegated to the Asset Manager pursuant to Section 3.1(b) of the Operating Agreement. With respect to the management of the Tranche II Properties, the Asset Manager shall perform the duties and responsibilities described in Appendix 1 attached hereto and made a part hereof. With respect to the management of the Tranche II LSL Loans, the Asset Manager shall perform the duties and responsibilities described in Appendix 1 attached hereto and made a part hereof. Additionally, the Asset Manager shall prepare or cause to be prepared reports and statements as is, and in the manner, required by the Operating Agreement. The Asset Manager shall maintain appropriate books of account and records relating to services performed pursuant hereto, which books of account and records shall be available for inspection by representatives of the Company upon reasonable notice during normal business hours, and from time to time or at any time requested by the Company, make reports to the Company of the Asset Manager's performance of the foregoing services. In performing the foregoing services, the Asset Manager shall not, and shall have no power or authority to, (i) bind the Company, or to enter into any contract or other agreement in the name of or on behalf of the Company, unless specifically authorized in writing to do so by the Company, (ii) amend, cancel or alter any of the organizational documents of the Company, or (iii) do any act not authorized pursuant to this Management Agreement, unless specifically authorized to do so in writing by the Company or specifically authorized to do so by the Operating Agreement. Any and all approvals required from the Company pursuant to this Management Agreement may be given or withheld by the Company in its absolute and sole discretion.upon

Obligations of the Asset Manager. The Asset Manager shall perform on behalf of the Company Partnership those duties and responsibilities of the Manager Managing General Partner in respect of the evaluation of Proposed Tranche II Qualified Properties and the acquisition of Approved Tranche II Properties, and the evaluation of Tranche II LSL Qualified Properties and the making of Tranche II LSL Loans, as contemplated by Section 3.6 of the Operating Partnership Agreement, and in respect of the management of the Tranche II Qualified Properties and Tranche II LSL Loans, that may be delegated to the Asset Manager pursuant to Section 3.1(b) of the Operating Partnership Agreement. With respect to the management of the Tranche II Qualified Properties, the Asset Manager shall perform the duties and responsibilities described in Appendix 1 attached hereto and made a part hereof. With respect to the management of the Tranche II LSL Loans, the Asset Manager shall perform the duties and responsibilities described in Appendix 1 attached hereto and made a part hereof. Additionally, the Asset Manager shall prepare or cause to be prepared reports and statements as is, and in the manner, required by the Operating Partnership Agreement. The Asset Manager shall maintain appropriate books of account and records relating to services performed pursuant hereto, which books of account and records shall Exh. B-1 be available for inspection by representatives of the Company Partnership upon reasonable notice during normal business hours, and from time to time or at any time requested by the CompanyPartnership, make reports to the Company Partnership of the Asset Manager's performance of the foregoing services. In performing the foregoing services, the Asset Manager shall not, and shall have no power or authority to, (i) bind the CompanyPartnership, or to enter into any contract or other agreement in the name of or on behalf of the CompanyPartnership, unless specifically authorized in writing to do so by the CompanyPartnership, (ii) amend, cancel or alter any of the organizational documents of the CompanyPartnership, or (iii) do any act not authorized pursuant to this Management Agreement, unless specifically authorized to do so in writing by the Company Partnership or specifically authorized to do so by the Operating Partnership Agreement. Any and all approvals required from the Company Partnership pursuant to this Management Agreement may be given or withheld by the Company Partnership in its absolute and sole discretion.