Common use of Real Estate Tax Impounds Clause in Contracts

Real Estate Tax Impounds. Borrowers shall deposit with Administrative Agent, monthly on each Payment Date, a sum of money (the "Tax Impound") equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's general funds and shall not be deemed to be held in trust for the benefit of Borrowers. Borrowers hereby grant to Administrative Agent for the benefit of the Lenders a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of Lenders, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) shall, at Administrative Agent's option, be applied against the Obligations or if no Event of Default exists hereunder, returned to Borrowers.

Real Estate Tax Impounds. Borrowers shall deposit with Administrative Agent, monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' ’ account interest at the interest rate actually available to Administrative Agent's ’s or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's ’s general funds and shall not be deemed to be held in trust for the benefit of Borrowers. Borrowers hereby grant to Administrative Agent for the benefit of the Lenders a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of Lenders, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx xxxx for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) shall, at Administrative Agent's ’s option, be applied against the Obligations or if no Event of Default exists hereunder, returned to Borrowers.

Real Estate Tax Impounds. Borrowers shall deposit with Administrative Agent, monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such paymentsTaxes for Projects. Deposits shall be made on the basis of Administrative Agent's ’s reasonable estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account without interest at the interest rate actually available to in Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's general funds ’s name and shall not be deemed to be held in trust for the benefit of Borrowers. All funds so deposited may be commingled with the general funds of Administrative Agent. Borrowers hereby grant to Administrative Agent (for its benefit and the benefit of the Lenders Lenders) a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAdministrative Agent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when before any penalty or interest accrued thereon provided that the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx bill for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) 3.5 shall, at Administrative Agent's ’s option, be applied against the Obligations Indebtedness or if no Event of Default exists hereunder, returned to Borrowers. Notwithstanding anything to the contrary contained in this Agreement, the Tax Impound shall be waived so long as (i) no Event of Default has occurred, (ii) Borrowers are not required to deposit Excess Cash Flow into the Project Yield Fund, and (iii) Borrowers provide to Administrative Agent, on or before the date of delinquency, evidence reasonably acceptable to Administrative Agent that all Taxes which have become due have been paid in full. Administrative Agent shall waive the Tax Impound requirement in the case of the foregoing clauses (i) and (ii) to the extent that Borrowers promptly provide all evidence reasonably requested by Administrative Agent to confirm that the Tenants have paid (and continue to pay) Taxes current as required under the terms of their Leases.

Real Estate Tax Impounds. Borrowers shall deposit with Administrative Agent, monthly on each Payment Date, a sum of money (the "Tax Impound") equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's general funds and shall not be deemed to be held in trust for the benefit of Borrowers. Borrowers hereby grant to Administrative Agent for the benefit of the Lenders a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of Lenders, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a2.14(a) shall, at Administrative Agent's option, be applied against the Obligations or if no Event of Default exists hereunder, returned to Borrowers.

Real Estate Tax Impounds. Borrowers shall not be required to deposit Tax Impounds in escrow with Administrative Agent except as specifically set forth in this Section 3.5. Upon the occurrence and during the continuation of an Event of Default, at the option of Administrative Agent, Borrowers shall deposit with Administrative Agent, Agent monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes for the Projects other than Triple Net Projects for which Borrower has provided timely evidence of payment of applicable Taxes. At or before the initial Advance of the LoanIf so required under this Section 3.5, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s reasonable estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by without interest in Administrative Agent’s name or in the name of CONA as an Affiliate of Administrative Agent or its servicer. So long as no Default or Event (in each case, on behalf of Default exists hereunderall Lenders), Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's general funds and shall not be deemed to be held in trust for the benefit of Borrowers. All funds so deposited may be commingled with the general funds of Administrative Agent including without limitation as follows: (i) with Administrative Agent’s own funds at financial institutions selected by Administrative Agent in its reasonable discretion; or (ii) with Administrative Agent’s funds at CONA to be held in a Subaccount designated for Administrative Agent for such purpose. Borrowers hereby grant to Administrative Agent (for its benefit and the benefit of the Lenders Lenders) a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAdministrative Agent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Upon the reasonable request of Administrative Agent if the applicable tax monitoring services being utilized by Administrative Agent fails to do so, Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when on or before the same are delinquent; provided the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the earlier of the date on which any outstanding Events of Default have been cured as determined by Administrative Agent in its sole discretion and the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) 3.5 shall, at Administrative Agent's ’s option, be applied against the Obligations Indebtedness or if no Event of Default exists hereunder, returned to Borrowers.. Upon the reasonable request of Administrative Agent if the applicable tax monitoring services being utilized by Administrative Agent fails to do so, Borrowers shall provide Administrative Agent with proof of payment with respect to all of Borrowers’ Taxes, in each case, not later than fifteen (15) Business Days prior to the date such Taxes become delinquent. If Borrowers fail to provide such proof of payment within such time periods, Administrative Agent, at its option, may require that Borrowers commence depositing Tax Impounds pursuant to this Section 3.5. Administrative Agent shall use commercially reasonable efforts to engage a tax monitoring service to monitor tax bills for the Projects and provide Administrative Agent with all information required by Administrative Agent regarding such tax bills and related tax payments. Any and all tax monitoring services utilized by Administrative Agent to ensure Borrowers’ compliance with the foregoing shall be reimbursed by Borrowers promptly upon demand. AMENDED AND RESTATED LOAN AGREEMENT – PAGE 60 HTI MOB Portfolio

Real Estate Tax Impounds. Borrowers shall deposit with Administrative Agent, Agent monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate TaxesTaxes for the Projects. At or before the initial Advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s reasonable estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account without interest at the interest rate actually available to in Administrative Agent's ’s name or its servicer in the name of CONA (in each case, on the funds held in such accountbehalf of all Secured Parties), as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's general funds and shall not be deemed to be held in trust for the benefit of Borrowers. All funds so deposited may be commingled with the general funds of Administrative Agent including without limitation as follows: (i) with Administrative Agent’s own funds at financial institutions selected by Administrative Agent in its reasonable discretion; or (ii) with Administrative Agent’s funds at CONA to be held in a Subaccount designated for Administrative Agent for such purpose. Borrowers hereby grant to Administrative Agent (for its benefit and the benefit of the Lenders Secured Parties) a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAdministrative Agent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Upon the reasonable request of Administrative Agent if the applicable tax monitoring services being utilized by Administrative Agent fails to do so, Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when on or before the same are delinquent; provided the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) 3.5 shall, at Administrative Agent's ’s option, be applied against the Obligations Indebtedness or if no Event of Default exists hereunder, returned to Borrowers. Upon the reasonable request of Administrative Agent if the applicable tax monitoring services being utilized by Administrative Agent fails to do so, Borrowers shall provide Administrative Agent with proof of payment with respect to all of Borrowers’ Taxes, in each case, not later than fifteen (15) Business Days prior to the date such Taxes become delinquent. If Borrowers fail to provide such proof of payment within such time periods, Administrative Agent, at its option, may require that Borrowers commence depositing Tax Impounds pursuant to this Section 3.5. Administrative Agent shall use commercially reasonable efforts to engage a tax monitoring service to monitor tax bills for the Projects and provide Administrative Agent with all information required by Administrative Agent regarding such tax bills and related tax payments. Any and all tax monitoring services utilized by Administrative Agent to ensure Borrowers’ compliance with the foregoing shall be reimbursed by Borrowers promptly upon demand.

Real Estate Tax Impounds. Borrowers Borrower shall deposit with Administrative Agent, monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance advance of the Loan, Borrowers Borrower shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicerAgent. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These Borrower and Lenders acknowledge and agree that these sums may be commingled with Administrative Agent's ’s general funds and shall not be deemed to be held in trust for the benefit of BorrowersBorrower. Borrowers Borrower hereby grant grants to Administrative Agent (for its benefit and the benefit of the Lenders Lenders) a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAdministrative Agent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers Borrower shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers Borrower before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers Borrower shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx for such Real Estate Taxes. The obligation of Borrowers Borrower to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers Borrower shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) 3.5 shall, at Administrative Agent's ’s option, be applied against the Obligations Indebtedness or if no Event of Default exists hereunder, returned to BorrowersBorrower.

Real Estate Tax Impounds. Borrowers shall deposit with Administrative Agent, monthly on each Payment Datemonthly, a sum of money (the "Tax Impound") equal to one-twelfth (1/12th) of the annual Real Estate charges for real estate taxes, assessments, franchise taxes and changes, impositions and other charges and obligations relating to the Projects (collectively, the "Taxes"). At or before the initial Advance advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such paymentspayments and maintain a reserve equal to approximately 1/6 of the annual taxes, assessments and charges in Agent's sole but reasonable estimation. Deposits shall be made on the basis of Administrative Agent's estimate from time to time of the Real Estate Taxes charges for the current year (after giving effect to any reassessment or, at Administrative Agent's election, on the basis of the Real Estate Taxes charges for the prior year, with adjustments when the Real Estate Taxes charges are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's general funds and shall not be deemed to be held in trust for the benefit of Borrowers. So long as no Event of Default exists hereunder, Agent shall credit for Borrowers' account interest on such funds held by Agent from time to time at the Money Market Rate. All interest paid on such funds shall be deemed to be a part of the Tax Impound and shall be applied in accordance with this Section 3.5. Borrowers hereby grant to Administrative Agent for the benefit of the Lenders Lender and Agent a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAgent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes charges for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes charges first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes charges are payable, is insufficient to pay such Real Estate Taxescharges and maintain a reserve equal to approximately 1/6 of the annual taxes, assessments and charges in Agent's sole but reasonable estimation, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes charges when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes charges and Administrative maintain such reserve and Agent has received a bxxx xxxx for such Real Estate Taxescharges. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Security Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) shall, at Administrative Agent's option, be applied against the Obligations or if no Event of Default exists hereunder, returned to Borrowers.

Real Estate Tax Impounds. Borrowers shall deposit with Administrative Agent, monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' ’ account interest at the interest rate actually available to Administrative Agent's ’s or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's ’s general funds and shall not be deemed to be held in trust for the benefit of Borrowers. Borrowers hereby grant to Administrative Agent for the benefit of the Lenders a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of Lenders, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a2.14(a) shall, at Administrative Agent's ’s option, be applied against the Obligations or if no Event of Default exists hereunder, returned to Borrowers.

Real Estate Tax Impounds. Borrowers Borrower shall deposit (or cause to be deposited) with Administrative Agent, monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance advance of the Loan, Borrowers Borrower shall deposit (or cause to be deposited) with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicerAgent. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These Borrower and Lenders acknowledge and agree that these sums may be commingled with Administrative Agent's ’s general funds and shall not be deemed to be held in trust for the benefit of BorrowersBorrower. Borrowers Borrower hereby grant grants to Administrative Agent (for its benefit and the benefit of the Lenders Lenders) a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAdministrative Agent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers Borrower shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers Borrower or Operator before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers Borrower shall deposit (or cause to be deposited) any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx for such Real Estate Taxes. The obligation of Borrowers Borrower to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers Borrower shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) 3.5 shall, at Administrative Agent's ’s option, be applied against the Obligations Indebtedness or if no Event of Default exists hereunder, returned to Borrowers.Borrower. LOAN AGREEMENT – Page 42[Heritage Wxxxx]

Real Estate Tax Impounds. Borrowers shall deposit with Administrative Agent, monthly on each Payment Datemonthly, a sum of money (the "Tax ImpoundTAX IMPOUND") equal to one-twelfth (1/12th) of the annual Real Estate Taxescharges for real estate taxes, assessments, franchise taxes and changes, impositions and other charges and obligations relating to the Projects (collectively, the "TAXES"). At or before the initial Advance advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such paymentspayments and maintain a reserve equal to approximately one-twelfth (1/12th) of the annual taxes, assessments and charges in Agent's sole but reasonable estimation. Deposits shall be made on the basis of Administrative Agent's estimate from time to time of the Real Estate Taxes charges for the current year (after giving effect to any reassessment or, at Administrative Agent's election, on the basis of the Real Estate Taxes charges for the prior year, with adjustments when the Real Estate Taxes charges are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's general funds and shall not be deemed to be held in trust for the benefit of Borrowers. So long as no Event of Default exists hereunder, Agent shall credit for Borrowers' account interest on such funds held by Agent from time to time at the Money Market Rate. All interest paid on such funds shall be deemed to be a part of the Tax Impound and shall be applied in accordance with this Section 3.5. Borrowers hereby grant to Administrative Agent for the benefit of the Lenders Lender and Agent a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAgent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes charges for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes charges first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes charges are payable, is insufficient to pay such Real Estate Taxescharges and maintain a reserve equal to approximately one-twelfth (1/12th) of the annual taxes, assessments and charges in Agent's sole but reasonable estimation, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes charges when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes charges and Administrative maintain such reserve and Agent has received a bxxx xxxx for such Real Estate Taxescharges. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Security Documents, is not affected or modified by the provision of this paragraph; provided. Notwithstanding anything contained in Section 7.3 to the contrary, howeverso long as the Tax Impound contains sufficient funds to pay Taxes as they become due and payable and absent a default hereunder or under any of the other Loan Documents, that Borrowers shall not be in default under the Loan for Agent's failure to pay Real Estate such Taxes if and to the extent there are sufficient funds on deposit in from the Tax Impound (or to timely disburse such funds to Borrowers to pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent ) shall not by itself constitute a default by Borrowers under this Section 2.15(a) shall, at Administrative Agent's option, be applied against the Obligations or if no Event of Default exists hereunder, returned to BorrowersAgreement.

Real Estate Tax Impounds. Borrowers Borrower shall deposit (or cause to be deposited) with Administrative Agent, monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance advance of the Loan, Borrowers Borrower shall deposit (or cause to be deposited) with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicerAgent. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These Borrower and Xxxxxxx acknowledge and agree that these sums may be commingled with Administrative Agent's ’s general funds and shall not be deemed to be held in trust for the benefit of BorrowersBorrower. Borrowers Borrower hereby grant grants to Administrative Agent (for its benefit and the benefit of the Lenders Lenders) a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAdministrative Agent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers Borrower shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers Borrower or Operator before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers Borrower shall deposit (or cause to be deposited) any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx bill for such Real Estate Taxes. The obligation of Borrowers Borrower to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers Borrower shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) 3.5 shall, at Administrative Agent's ’s option, be applied against the Obligations Indebtedness or if no Event of Default exists hereunder, returned to BorrowersBorrower.

Real Estate Tax Impounds. Borrowers shall not be required to deposit Tax Impounds in escrow with Administrative Agent except as specifically set forth in this Section 3.5. Upon the occurrence and during the continuation of an Event of Default, at the option of Administrative Agent, Borrowers shall deposit with Administrative Agent, Agent monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes for the Projects other than Triple Net Projects for which Borrower has provided timely evidence of payment of applicable Taxes. At or before the initial Advance of the LoanIf so required under this Section 3.5, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s reasonable estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by without interest in Administrative Agent’s name or in the name of CONA as an Affiliate of Administrative Agent or its servicer. So long as no Default or Event (in each case, on behalf of Default exists hereunderall Lenders), Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's general funds and shall not be deemed to be held in trust for the benefit of Borrowers. All funds so deposited may be commingled with the general funds of Administrative Agent including without limitation as follows: (i) with Administrative Agent’s own funds at financial institutions selected by Administrative Agent in its reasonable discretion; or (ii) with Administrative Agent’s funds at CONA to be held in a Subaccount designated for Administrative Agent for such purpose. Borrowers hereby grant to Administrative Agent (for its benefit and the benefit of the Lenders Lenders) a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAdministrative Agent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Upon the reasonable request of Administrative Agent if the applicable tax monitoring services being utilized by Administrative Agent fails to do so, Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when on or before the same are delinquent; provided the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the earlier of the date on which any outstanding Events of Default have been cured as determined by Administrative Agent in its sole discretion and the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) 3.5 shall, at Administrative Agent's ’s option, be applied against the Obligations Indebtedness or if no Event of Default exists hereunder, returned to Borrowers.. Upon the reasonable request of Administrative Agent if the applicable tax monitoring services being utilized by Administrative Agent fails to do so, Borrowers shall provide Administrative Agent with proof of payment with respect to all of Borrowers’ Taxes, in each case, not later than fifteen (15) Business Days prior to the date such Taxes become delinquent. If Borrowers fail to provide such proof of payment within such time periods, Administrative Agent, at its option, may require that Borrowers commence depositing Tax Impounds pursuant to this Section 3.5. Administrative Agent shall use commercially reasonable efforts to engage a tax monitoring service to monitor tax bills for the Projects and provide Administrative Agent with all information required by Administrative Agent regarding such tax bills and related tax payments. Any and all tax monitoring services utilized by Administrative Agent to ensure Borrowers’ compliance with the foregoing shall be reimbursed by Borrowers promptly upon demand. LOAN AGREEMENT – PAGE 58 HTI MOB Portfolio

Real Estate Tax Impounds. Upon the occurrence and continuation of an Event of Default, at the option of Administrative Agent Borrowers shall deposit with Administrative Agent, monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicerAgent. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These Borrowers and Lenders acknowledge and agree that these sums may be commingled with Administrative Agent's ’s general funds and shall not be deemed to be held in trust for the benefit of Borrowers. Borrowers hereby grant to Administrative Agent (for its benefit and the benefit of the Lenders Lenders) a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAdministrative Agent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx xxxx for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) 3.5 shall, at Administrative Agent's ’s option, be applied against the Obligations Indebtedness or if no Event of Default exists hereunder, returned to Borrowers. Borrowers shall provide Administrative Agent with proof of payment with respect to all of Borrowers’ Taxes, in each case not later than fifteen (15) Business Days prior to the stated due date therefore. Borrowers’ failure to provide such proof of payment within such time periods shall constitute an Event of Default. If Borrowers cure the foregoing Event of Default that occurred as a result of Borrowers’ failure to provide evidence of payment of Taxes, and so long as no other Event of Default shall be continuing hereunder, Borrowers’ obligations to deposit Tax Impounds with Administrative Agent under this Section 3.4 shall cease and terminate.

Real Estate Tax Impounds. Borrowers shall deposit with Administrative Agent, monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by without interest in Administrative Agent’s name or in the name of CONA as an Affiliate of Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's general funds and shall not be deemed to be held in trust for the benefit of Borrowers. All funds so deposited may be commingled with the general funds of Administrative Agent, including without limitation, (i) with Administrative Agent’s own funds at financial institutions selected by Administrative Agent in its reasonable discretion or (ii) with Administrative Agent’s funds at CONA, to be held in a Subaccount designated for Administrative Agent for such purpose. Borrowers hereby grant to Administrative Agent (for its benefit and the benefit of the Lenders Lenders) a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAdministrative Agent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx xxxx for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) 3.5 shall, at Administrative Agent's ’s option, be applied against the Obligations Indebtedness or if no Event of Default exists hereunder, returned to Borrowers.

Real Estate Tax Impounds. Borrowers Borrower shall deposit with Administrative Agent, monthly on each Payment Datemonthly, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate charges for real estate taxes, assessments, franchise taxes and changes, impositions and other charges and obligations relating to the Project (collectively, the “Taxes”). At As of the Effective Date, the balance currently held by Agent with respect to the Tax Impound is $0. On or before the initial Advance of the LoanEffective Date, Borrowers Borrower shall deposit with Administrative Agent a sum of money which that together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such paymentspayments and maintain a reserve equal to approximately 1/12 of the annual taxes, assessments and charges in Agent’s sole but reasonable estimation. Deposits shall be made on the basis of Administrative Agent's ’s estimate from time to time of the Real Estate Taxes charges for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes charges for the prior year, with adjustments when the Real Estate Taxes charges are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's ’s general funds and shall not be deemed to be held in trust for the benefit of BorrowersBorrower. Borrowers So long as no Event of Default exists hereunder, Agent shall credit for Borrower’s account interest on such funds held by Agent from time to time at the Money Market Rate. All interest paid on such funds shall be deemed to be a part of the Tax Impound and shall be applied in accordance with this Section 5.14. Borrower hereby grant grants to Administrative Agent for the benefit of the Lenders Lender and Agent a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAgent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers Borrower shall furnish Administrative Agent with bills for the Real Estate Taxes charges for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes charges first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers Borrower before such Real Estate Taxes charges are payable, is insufficient to pay such Real Estate Taxescharges and maintain a reserve equal to approximately 1/12 of the annual taxes, Borrowers assessments and charges in Agent’s sole but reasonable estimation, Borrower shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes charges when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes charges and Administrative maintain such reserve and Agent has received a bxxx xxxx for such Real Estate Taxescharges. The obligation of Borrowers Borrower to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided. Notwithstanding the foregoing to the contrary, howeverso long as any Master Lease requires the tenant under such Master Lease to pay the Taxes for the applicable Project directly to the taxing authority, that Borrowers this Section 5.14 shall not be in default under apply with respect to such Project, provided that Borrower delivers to Lender during each calendar quarter evidence that all Taxes for the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to applicable Project have been timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) shall, at Administrative Agent's option, be applied against the Obligations or if no Event of Default exists hereunder, returned to Borrowerspaid.

Real Estate Tax Impounds. The Ten Project Borrowers have previously deposited and shall continue to deposit with Administrative Agent, monthly on each Payment Date, a sum of money (the "“Ten Project Tax Impound"”) equal to one-one twelfth (1/12th) of the annual Real Estate charges for real estate taxes, assessments, franchise taxes and changes, impositions and other charges and obligations (collectively, the “Taxes. At or before ”) relating to the initial Advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money Ten Project Loan Projects which together with the monthly installments will be sufficient to make each payments of such payments Taxes relating to the Ten Project Loan Projects thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such paymentspayments and maintain a reserve equal to approximately 1/6 of such annual Taxes. At or before the advance of the Six Project Loan, the Six Project Borrowers shall deposit with Agent a sum of money (the “Six Project Tax Impound” and collectively with the Ten Project Tax Impound, the “Tax Impound”) which, together with the monthly installments on each Payment Date equal to one twelfth (1/12th) of the annual charges for Taxes relating to the Six Project Loan Projects, will be sufficient to make payments of Taxes relating to the Six Project Loan Projects thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments and maintain a reserve equal to approximately 1/6 of the annual Taxes relating to the Six Project Loan Projects, in Agent’s sole but reasonable estimation. Deposits shall be made on the basis of Administrative Agent's ’s estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's ’s general funds and shall not be deemed to be held in trust for the benefit of Borrowers. Borrowers hereby grant to Administrative Agent for the benefit of the Lenders Lender and Agent a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided hereinLoans. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan Loans or any other charges affecting the security of LendersAgent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate TaxesTaxes and maintain such reserves, the applicable Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx xxxx for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the applicable Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) attributable to the then maturing Six Project Loan or Ten Project Loan, as applicable, shall, at Administrative Agent's ’s option, be applied against the Obligations or if no Event of Potential Default exists hereunderis continuing, returned to applicable Borrowers.

Real Estate Tax Impounds. Borrowers shall deposit with Administrative Agent, monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s estimate from time to time of the Real Estate CREDIT AGREEMENT DAL:0535130/00080:1910701v7 Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' ’ account interest at the interest rate actually available to Administrative Agent's ’s or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's ’s general funds and shall not be deemed to be held in trust for the benefit of Borrowers. Borrowers hereby grant to Administrative Agent for the benefit of the Lenders a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of Lenders, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers shall deposit any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a2.14(a) shall, at Administrative Agent's ’s option, be applied against the Obligations or if no Event of Default exists hereunder, returned to Borrowers.

Real Estate Tax Impounds. Borrowers shall deposit with Administrative Agent, monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance of the Loan, Borrowers shall deposit with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s reasonable estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicer. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account without interest at the interest rate actually available to in Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These sums may be commingled with Administrative Agent's general funds name and shall not be deemed to be held in trust for the benefit of Borrowers. All funds so deposited may be commingled with the general funds of Administrative Agent. Borrowers hereby grant to Administrative Agent (for its benefit and the benefit of the Lenders Lenders) a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAdministrative Agent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers shall deposit any deficiency with Administrative Agent immediately upon within ten (10) Business Days’ of Administrative Agent’s demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx xxxx for such Real Estate Taxes. The obligation of Borrowers to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) 3.5 shall, at Administrative Agent's ’s option, be applied against the Obligations Indebtedness or if no Event of Default exists hereunder, returned to Borrowers. Notwithstanding anything to the contrary contained in this Agreement, the Tax Impound shall be waived so long as (i) an Event of Default is not in existence and (ii) Borrowers provide to Administrative Agent, on or before the date of delinquency, evidence reasonably acceptable to Administrative Agent that all Taxes which have become due have been paid in full.

Real Estate Tax Impounds. Borrowers Borrower shall deposit (or cause to be deposited) with Administrative Agent, monthly on each Payment Date, a sum of money (the "“Tax Impound"”) equal to one-twelfth (1/12th) of the annual Real Estate Taxes. At or before the initial Advance advance of the Loan, Borrowers Borrower shall deposit (or cause to be deposited) with Administrative Agent a sum of money which together with the monthly installments will be sufficient to make each of such payments thirty (30) days prior to the date any delinquency or penalty becomes due with respect to such payments. Deposits shall be made on the basis of Administrative Agent's ’s estimate from time to time of the Real Estate Taxes for the current year (after giving effect to any reassessment or, at Administrative Agent's ’s election, on the basis of the Real Estate Taxes for the prior year, with adjustments when the Real Estate Taxes are fixed for the then current year). All funds so deposited shall be held by Administrative Agent or its servicerAgent. So long as no Default or Event of Default exists hereunder, Administrative Agent shall credit for Borrowers' account interest at the interest rate actually available to Administrative Agent's or its servicer on the funds held in such account, as determined by Administrative Agent in its sole discretion. These Borrower and Lenders acknowledge and agree that these sums may be commingled with Administrative Agent's ’s general funds and shall not be deemed to be held in trust for the benefit of BorrowersBorrower. Borrowers Borrower hereby grant grants to Administrative Agent (for its benefit and the benefit of the Lenders Lenders) a security interest in all funds so deposited with Administrative Agent for the purpose of securing the Loan. Until an Event of Default exists, Administrative Agent shall apply the funds deposited to pay the Real Estate Taxes as provided herein. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of LendersAdministrative Agent, as Administrative Agent may elect, but no such application shall be deemed to have been made by operation of law or otherwise until actually made by Administrative Agent. Borrowers Borrower shall furnish Administrative Agent with bills for the Real Estate Taxes for which such deposits are required at least thirty (30) days prior to the date on which the Real Estate Taxes first become payable. If at any time the amount on deposit with Administrative Agent, together with amounts to be deposited by Borrowers Borrower before such Real Estate Taxes are payable, is insufficient to pay such Real Estate Taxes, Borrowers Borrower shall deposit (or cause to be deposited) any deficiency with Administrative Agent immediately upon demand. Administrative Agent shall pay such Real Estate Taxes when the amount on deposit with Administrative Agent is sufficient to pay such Real Estate Taxes and Administrative Agent has received a bxxx xxxx for such Real Estate Taxes. The obligation of Borrowers Borrower to pay the Real Estate Taxes, as set forth in the Credit Loan Documents, is not affected or modified by the provision of this paragraph; provided, however, that Borrowers Borrower shall not be in default under the Loan for failure to pay Real Estate Taxes if and to the extent there are sufficient funds on deposit in the Tax Impound to timely pay such Real Estate Taxes. On the Maturity Date, the monies then remaining on deposit with Administrative Agent under this Section 2.15(a) 3.5 shall, at Administrative Agent's ’s option, be applied against the Obligations Indebtedness or if no Event of Default exists hereunder, returned to Borrowers.Borrower. [Summit Healthcare] 43