Common use of Representations and Warranties on Leases Clause in Contracts

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all Leases that: (1) the rent roll delivered to Lender for each Property is true and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge), and the Leases are valid and in and full force and effect; (2) the Leases are in writing, and there are no oral agreements with respect thereto; (3) the copies of the Leases delivered to Lender are true and complete; (4) to Borrower's knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant is in material default under any of the Leases; (5) except as set forth in Schedule 5.1(B), (a) Borrower has no knowledge, after due inquiry, of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or default; (6) Borrower has not assigned or pledged any of the Leases, the rents or any interests therein except to Lender; (7) except as set forth in the rent roll delivered to Lender, and except as set forth in Schedule 5.1(C), no Tenant or other party has an option to purchase all or any portion of any Property; (8) except as set forth in Schedule 5.1(D), no Tenant has the right to terminate its Lease prior to expiration of the stated term of such lease; (9) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Date; and (10) except as set forth in Schedule 5.1(F), no tenant has prepaid more than one month's rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's rent).

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all the Leases of each Individual Property under which Borrower is the landlord that: (1a) the rent roll delivered to Lender for each Property is true and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge), and the Leases are valid and in and full force and effect; (2b) the Leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3c) the copies of the Leases delivered to Lender are true and complete; (4d) to Borrower's knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant tenant is in material default under any of the Leases; (5e) except as set forth in Schedule 5.1(B)with the exception of those Operating Leases which shall be replaced with TRS Leases, (a) Borrower has no knowledge, after due inquiry, knowledge of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or defaultLease; (6f) Borrower landlord has not assigned or pledged any of the Leases, the rents or any interests therein except to Lender; (7g) except as set forth in the rent roll delivered to Lender, and except as set forth in Schedule 5.1(C), no Tenant tenant or other party has an option or right of first refusal or offer, to purchase all or any portion of any the Individual Property; (8) except as set forth in Schedule 5.1(D)h) with the exception of those Operating Leases which shall be replaced with TRS Leases, no Tenant tenant has the right to terminate its Lease prior to expiration of the stated term of such leaseLease; (9i) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Date; and (10) except as set forth in Schedule 5.1(F), no tenant has prepaid more than one month's rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's rent); (j) no tenant under any Lease has any right or option for additional space; (k) all existing Leases are subordinate to the Mortgage either pursuant to their terms or a recorded subordination agreement; and (1) no termination fees are required in connection with the scheduled termination as of December 31, 2000 of those Operating Leases which are to be replaced with TRS Leases.

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all Leases leases of each Project that: (1a) the rent roll delivered to Lender for each Property is true and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge)correct, and the Leases leases are valid and in and full force and effect; (2b) the Leases leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3c) the copies of the Leases leases (if any) delivered to Lender are true and complete; (4d) to Borrower's knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant is not in material default under any of the Leases; (5) except as set forth in Schedule 5.1(B)leases, (a) Borrower has no knowledge, after due inquiry, of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than (i) five percent (5% %) of the Leases tenants at any Storage Property one Project, and (ii) three percent (3%) of all tenants at all Projects are more than 30 days delinquent in payment of rent or are otherwise in default in a manner entitling the subject of any notices of termination or defaultlandlord to terminate their leases; (6e) Borrower has not assigned or pledged any of the Leasesleases, the rents or any interests therein except to Lender; (7f) except as set forth in the rent roll delivered to Lender, and except as set forth in Schedule 5.1(C), no Tenant tenant or other party has an option to purchase all or any portion of any PropertyProject; (8) except as set forth in Schedule 5.1(D), g) no Tenant tenant has the right to terminate its Lease lease prior to expiration of the stated term of such lease; (9h) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as not more than five percent (5%) of the Closing Date; and (10) except as set forth in Schedule 5.1(F), no tenant has tenants at any Project have prepaid more than one month's ’s rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's months’ rent), and no tenants have prepaid more than twelve (12) months’ rent in advance; and (i) all existing leases are subordinate to the Mortgages either pursuant to their terms or a recorded subordination agreement.

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all Leases leases of each Project that: (1) the rent roll delivered to Lender for each Property is true and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge)correct, and the Leases leases are valid and in and full force and effect; (2) the Leases leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3) the copies of the Leases leases delivered to Lender are true and complete; (4) to Borrower's knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor more than (i) five percent (5 %) of the self-storage tenants at any Tenant is one Project and (ii) five percent (5%) of all self-storage tenants at all Projects are in material default under any of the Leasesleases; (5) except as set forth no retail or office tenant is in Schedule 5.1(B), default under any of the leases which would represent more than five percent (a5%) of the Operating Revenues of any one Project or the Projects in aggregate; (6) Borrower has no knowledge, after due inquiry, knowledge of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not retail or office lease which would represent more than five percent (5% %) of the Leases at any Storage Property are the subject Operating Revenues of any notices of termination one Project or defaultthe Projects in aggregate (except that Xxxxxx-Xxxxxx has given notice that it is terminating the Xxxxxx-Xxxxxx Lease); (67) Borrower has not assigned or pledged any of the Leasesleases, the rents or any interests therein except to Lender; (7) except as set forth in the rent roll delivered to Lender, and except as set forth in Schedule 5.1(C), 8) no Tenant tenant or other party has an option to purchase all or any portion of any PropertyProject; (8) except as set forth in Schedule 5.1(D), 9) no Tenant retail or office tenant has the right to terminate its Lease lease prior to expiration of the stated term of such lease; (910) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as not more than five percent (5%) of the Closing Date; and (10) except as set forth in Schedule 5.1(F), no tenant self-storage tenants at any Project has prepaid more than one month's ’s rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's ’s rent), and no self-storage tenants have prepaid more than twelve month’s rent in advance; (11) no retail or office tenant has prepaid more than one month’s rent in advance (except for bona fide security deposits not in excess of an amount equal to two month’s rent); and (12) all existing retail and office leases are subordinate to the applicable Mortgages either pursuant to their terms or a recorded subordination agreement, or are month-to-month leases.

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all the Leases under which Borrower is the Landlord, if any, that: (1a) the rent roll delivered to Lender for each Property is true true, complete and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge)correct, and the Leases are valid and in and full force and effect; (2b) the Leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3c) the copies of the Leases delivered to Lender are true and complete; (4d) to Borrower's knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant tenant is in material default under any of the Leases; (5) except as set forth in Schedule 5.1(B), (ae) Borrower has no knowledge, after due inquiry, knowledge of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or defaultLease; (6f) Borrower has not assigned or pledged any of the Leases, the rents or any interests therein except to Lender; (7g) except as set forth in the rent roll delivered to Lender, and except as set forth in expressly disclosed on Schedule 5.1(C)III attached hereto, no Tenant tenant or other party has an option or right of first refusal or offer, to purchase all or any portion of any the Property; (8) except as set forth in Schedule 5.1(D), h) no Tenant tenant has the right to terminate its Lease prior to expiration of the stated term of such leaseLease; (9i) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Date; and (10) except as set forth in Schedule 5.1(F), no tenant has prepaid more than one month's rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's rent, or as otherwise expressly provided in such Lease); (j) no tenant under any Lease has any right or option for additional space; (k) all existing Leases are subordinate to the Mortgage either pursuant to their terms or a recorded subordination agreement; and (l) there are no long term subleases in effect other than subleases of space for ancillary hotel uses such as gift shops.

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all Leases leases of the Projects that: (1a) to Borrower’s knowledge, the rent roll rolls of the Projects delivered to Lender for each Property is are true and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge)correct, and the Leases leases are valid and in and full force and effect; (2b) the Leases leases (including amendments) are in writing, and and, to Borrower’s knowledge, there are no oral agreements with respect thereto; (3c) the copies of the Leases leases delivered to Lender are true and complete; (4d) to Borrower's ’s knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant tenant is in material default under any of the Leasesleases; (5) except as set forth in Schedule 5.1(B), (ae) Borrower has no knowledge, after due inquiry, knowledge of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or defaultlease; (6f) Borrower has not assigned or pledged any of the Leasesleases, the rents or any interests therein except to Lender; (7g) except as set forth in the rent roll delivered to Lender, and except as set forth in Schedule 5.1(C)Borrower’s knowledge, no Tenant tenant or other party has an option to purchase all or any portion of any PropertyProject; (8) except as set forth in Schedule 5.1(D)h) to Borrower’s knowledge, no Tenant tenant has the right to terminate its Lease lease prior to expiration of the stated term of such lease; (9i) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Date; and (10) except as set forth in Schedule 5.1(F)to Borrower’s knowledge, no tenant has prepaid more than one month's ’s rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's ’s rent); and (j) to Borrower’s knowledge, all existing leases are subordinate to the Mortgage either pursuant to their terms or a recorded subordination agreement.

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all Leases leases of the Project that: (1a) the rent roll delivered to Lender for each Property is true and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge)all material respects, and the Leases leases are valid and in and full force and effect; (2b) the Leases leases (including amendments) are in writing, and to Borrower's knowledge there are no oral agreements with respect thereto; (3c) except for delinquencies shown on the copies of the Leases rent roll delivered to Lender are true and complete; (4) to Borrower's knowledge, except as set forth in Schedule 5.1(A)Lender, neither the landlord nor any Tenant tenant is in material default under any of the Leasesleases; (5d) except as set forth in Schedule 5.1(B)the normal course of business of an apartment complex, (a) Borrower has no knowledge, after due inquiry, knowledge of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or defaultlease; (6e) Borrower has not assigned or pledged any of the Leasesleases, the rents or any interests therein except to Lender; (7f) except as set forth in the rent roll delivered to Lender, and except as set forth in Schedule 5.1(C), no Tenant tenant or other party has an option to purchase all or any portion of any Propertythe Project; (8) except as set forth in Schedule 5.1(D), g) no Tenant tenant has the right to terminate its Lease lease prior to expiration of the stated term of such lease; (9h) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Date; and (10) except as set forth in Schedule 5.1(F), no tenant has prepaid more than one month's rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's rent); and (i) all existing leases are subordinate to the Mortgage either pursuant to their terms or a recorded subordination agreement.

Representations and Warranties on Leases. Except for matters set forth in Schedule 5.1(a) attached hereto and made a part hereof, Borrower represents and warrants to Lender Agent and the Banks as of the Closing Date, with respect to all Leases Leases, that: (1) to Borrower’s knowledge, the rent roll delivered to Lender for each Property Agent is true true, correct and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest complete based on Leases in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge), and the Leases are valid and in and full force and effecteffect on the date hereof; (2) the Leases (including amendments) are in writing, and and, to Borrower’s knowledge, there are no oral agreements with respect thereto; (3) to Borrower’s knowledge, the copies of the Leases delivered to Lender Agent are true true, correct and complete; (4) to Borrower's ’s knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant tenant has given or received written notice that either is in material default under any of the LeasesLeases (other than with respect to defaults that have been cured); (5) except as set forth in Schedule 5.1(B), (a) Borrower has no knowledge, after due inquiry, knowledge of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or defaultLease; (6) Borrower has not assigned or pledged any of the Leases, the rents or any interests therein except to LenderAgent; (7) to Borrower’s knowledge, except as set forth in the rent roll delivered to Lender, and except as set forth in Schedule 5.1(C)Agent, no Tenant tenant or other party has an any right or option to purchase all or any portion of any Propertythe Project; (8) except as set forth in Schedule 5.1(D)the Leases, to Borrower’s knowledge, no Tenant tenant has the right to terminate its Lease prior to expiration of the stated term of such leaseLease; and (9) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Date; and (10) except as set forth in Schedule 5.1(F)to Borrower’s knowledge, no tenant has prepaid more than one (1) month's ’s rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's rentdeposits).

Representations and Warranties on Leases. Borrower represents and warrants to Lender the Administrative Agent and the Lenders to Borrower’s best knowledge and belief with respect to all Leases leases of the Project that: (1) the rent roll delivered to Lender for each Property set forth on Schedule 7.22(b) is true and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge)all material respects, and the Leases leases described thereon are valid and in and full force and effect, except as set forth on Schedule 7.22(b); (2) the Leases leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3) if and when requested by the Administrative Agent, the copies of the Leases leases delivered to Lender are the Administrative Agent shall be true and complete; (4) to Borrower's ’s knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant tenant is in material default under any of the Leases; (5) leases, except as set forth in on Schedule 5.1(B7.22(b), (a) Borrower has no knowledge, after due inquiry, of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or default; (65) Borrower has not assigned or pledged any of the Leasesleases, the rents or any interests therein except to Lenderthe Administrative Agent (on behalf of the Lenders); (76) except as set forth in the rent roll delivered to Lender, for Xxxxxx Xxxxxxxxxx and except as set forth in Schedule 5.1(C)Honey Xxxxxxx, no Tenant tenant or other party has an option to purchase all or any portion of any Propertythe Project, other than rights to purchase upon Building Conversion granted under the Condominium Act; (8) 7) except as set forth for tenants who are members of the armed services who may terminate their lease in Schedule 5.1(D)connection with a deployment, no Tenant tenant has the right to terminate its Lease lease prior to expiration of the stated term of such leaselease or as provided under the Condominium Act; (9) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Date; and (10) except as set forth in Schedule 5.1(F), 8) no tenant has prepaid more than one (1) month's ’s rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's (2) months rent); and (9) no tenant has a right to extend its lease, other than rights to extend pursuant the Condominium Act.

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all Leases leases of each Project that: (1a) the rent roll delivered to Lender for each Property is true and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge)correct, and the Leases leases are valid and in and full force and effect; (2b) the Leases leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3c) the copies of the Leases leases (if any) delivered to Lender are true and complete; (4d) to Borrower's knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant is not in material default under any of the Leases; (5) except as set forth in Schedule 5.1(B)leases, (a) Borrower has no knowledge, after due inquiry, of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than (i) five percent (5% %) of the Leases tenants at any Storage Property one Project, and (ii) three percent (3%) of all tenants at all Projects are more than thirty (30) days delinquent in payment of rent or are otherwise in default in a manner entitling the subject of any notices of termination or defaultlandlord to terminate their leases; (6e) Borrower has not assigned or pledged any of the Leasesleases, the rents or any interests therein except to Lender; (7f) except as set forth in the rent roll delivered to Lender, and except as set forth in Schedule 5.1(C), no Tenant tenant or other party has an option to purchase all or any portion of any PropertyProject; (8) except as set forth in Schedule 5.1(D), g) no Tenant tenant has the right to terminate its Lease lease prior to expiration of the stated term of such lease; (9h) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as not more than five percent (5%) of the Closing Date; and (10) except as set forth in Schedule 5.1(F), no tenant has tenants at any Project have prepaid more than one month's ’s rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's months’ rent), and no tenants have prepaid more than twelve (12) months’ rent in advance; and (i) all existing leases are subordinate to the Mortgages either pursuant to their terms or a recorded subordination agreement.

Representations and Warranties on Leases. Except to the extent otherwise expressly waived or approved by Senior Lender in the relevant Loan Application, Borrower represents and warrants to Senior Lender with respect to all Leases that: (1) to Borrower's knowledge, after due inquiry, the rent roll delivered to Senior Lender for each Property is true and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge)correct, and the Leases are valid and in and full force and effect; (2) except as otherwise disclosed to Senior Lender in writing prior to the Acquisition of the applicable Property, the Leases are in writing, and there are no neither Borrower nor the applicable Subsidiary have entered into any oral agreements with respect thereto; (3) to the best of Borrower's knowledge, after due inquiry and investigation, the copies of the Leases delivered to Senior Lender are true and complete; (4) to Borrower's knowledge, except as set forth in Schedule 5.1(A)after due inquiry and investigation, neither the landlord nor any Tenant tenant is in material default under any of the Leases; (5) except as set forth in Schedule 5.1(B), (a) Borrower has no knowledge, after due inquiryinquiry and investigation, of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or defaultLease; (6) neither Borrower nor any Subsidiary has not assigned or pledged any of the Leases, the rents or any interests therein except to Senior Lender; (7) except as set forth in the rent roll delivered to LenderSenior Lender and, to the best of Borrower's knowledge, after due inquiry and except as set forth in Schedule 5.1(C)investigation, no Tenant tenant or other party has an option to purchase all or any portion of any Property; (8) except as set forth in Schedule 5.1(D)to the best of Borrower's knowledge, after due inquiry and investigation, no Tenant tenant has the right to terminate its Lease prior to expiration of the stated term of such leaselease and the Borrower and the applicable Subsidiary have not granted any tenant such right; (9) except as set forth on a separate schedule delivered to Senior Lender, all Leases contain provisions fully subordinating such leases and the interests of the tenants thereunder to any existing or future mortgages or deeds of trust in Schedule 5.1(E)any amount and on any terms; (10) except as set forth on a separate schedule delivered to Senior Lender, no tenant under any Lease is claiming any right to any rent credit, set-off, recoupment, counterclaim or defense and Borrower has not received any notice of such claim; (11) to the best of Borrower's knowledge, after due inquiry and investigation, there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Datedate hereof; and (1012) except as set forth in Schedule 5.1(F)to the best of Borrower's knowledge, after due inquiry and investigation, no tenant has prepaid more than one month's rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's rent, or as expressly set forth in the Lease).. Section 5.2

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all Leases leases of the Project that: (1a) the rent roll delivered to Lender for each Property is true and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge)correct, and the Leases leases are valid and in and full force and effect; (2b) the Leases leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3c) the copies of the Leases leases delivered to Lender are true and complete; (4d) to Borrower's knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant tenant is in material default under any of the Leasesleases; (5) except as set forth in Schedule 5.1(B), (ae) Borrower has no knowledge, after due inquiry, knowledge of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or defaultlease; (6f) Borrower has not assigned or pledged any of the Leasesleases, the rents or any interests therein except to Lender; (7g) except as set forth in the rent roll delivered to Lender, and except as set forth in Schedule 5.1(C), no Tenant tenant or other party has an option to purchase all or any portion of any Propertythe Project; (8) except as set forth in Schedule 5.1(D), h) no Tenant tenant has the right to terminate its Lease lease prior to expiration of the stated term of such lease; (9) lease except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Datetherein; and (10i) except as set forth in Schedule 5.1(F), no tenant has prepaid more than one month's rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's rent); and (j) all existing leases are subordinate to the Mortgage either pursuant to their terms or a recorded subordination agreement.

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all the Leases under which Borrower is the Landlord, if any, that: (1a) the rent roll delivered to Lender for each Property is true true, complete and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge)correct, and the Leases are valid and in and full force and effect; (2b) the Leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3c) the copies of the Leases delivered to Lender are true and complete; (4d) to Borrower's knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant tenant is in material default under any of the Leases; (5) except as set forth in Schedule 5.1(B), (ae) Borrower has no knowledge, after due inquiry, knowledge of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or defaultLease; (6f) Borrower has not assigned or pledged any of the Leases, the rents or any interests therein except to Lender; (7g) except as set forth in the rent roll delivered to Lender, and except as set forth in expressly disclosed on Schedule 5.1(C)IV attached hereto, no Tenant tenant or other party has an option or right of first refusal or offer, to purchase all or any portion of any the Property; (8) except as set forth in Schedule 5.1(D), h) no Tenant tenant has the right to terminate its Lease prior to expiration of the stated term of such leaseLease; (9i) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Date; and (10) except as set forth in Schedule 5.1(F), no tenant has prepaid more than one month's rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's rent, or as otherwise expressly provided in such Lease); (j) no tenant under any Lease has any right or option for additional space; (k) all existing Leases are subordinate to the Mortgage either pursuant to their terms or a recorded subordination agreement; and (l) there are no long term subleases in effect other than subleases of space for ancillary hotel uses such as gift shops.

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all the Leases of each Individual Property under which Borrower is the landlord that: (1a) the rent roll delivered to Lender for each Property is true and correct as of the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge), and the Leases are valid and in and full force and effect; (2b) the Leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3c) the copies of the Leases delivered to Lender are true and complete; (4d) to Borrower's knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant tenant is in material default under any of the Leases; (5e) except as set forth in Schedule 5.1(B)with the exception of those Operating Leases which shall be replaced with TRS Leases, (a) Borrower has no knowledge, after due inquiry, knowledge of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or defaultLease; (6f) Borrower landlord has not assigned or pledged any of the Leases, the rents or any interests therein except to Lender; (7g) except as set forth in the rent roll delivered to Lender, and except as set forth in Schedule 5.1(C), no Tenant tenant or other party has an option or right of first refusal or offer, to purchase all or any portion of any the Individual Property; (8) except as set forth in Schedule 5.1(D)h) with the exception of those Operating Leases which shall be replaced with TRS Leases, no Tenant tenant has the right to terminate its Lease prior to expiration of the stated term of such leaseLease; (9i) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Date; and (10) except as set forth in Schedule 5.1(F), no tenant has prepaid more than one month's rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's rent); (j) no tenant under any Lease has any right or option for additional space; (k) all existing Leases are subordinate to the Mortgage either pursuant to their terms or a recorded subordination agreement; and (1) no termination fees are required with respect to any Lease.

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all Leases leases of the Project that: (1a) to Borrower’s knowledge, the rent roll and occupancy and delinquency reports delivered to Lender for each Property is are true and correct in all material respects, no other leases, sublease, tenancies or occupancies affect the Project, except as of set forth in the date of such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge)such occupancy and delinquency reports, and the Leases leases are valid and in and full force and effect; (2b) the Leases leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3) the copies of the Leases delivered to Lender are true and complete; (4c) to Borrower's ’s knowledge, except as set forth in Schedule 5.1(A)the delinquency report furnished to Lender, neither the landlord nor any Tenant tenant is in material default under any of the Leasesleases; (5) except as set forth in Schedule 5.1(B), (ad) Borrower has no knowledge, after due inquiry, knowledge of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledgelease, after due inquiry, not more than 5% of except as may be expressly set forth in the Leases at any Storage Property are the subject of any notices of termination or defaultleases; (6e) Borrower has not assigned or pledged any of the Leasesleases, the rents or any interests therein except to Lender; (7f) except as set forth in the rent roll delivered any lease furnished to Lender, and except as set forth in Schedule 5.1(C), no Tenant tenant or other party has an option to purchase all or any portion of any Propertythe Project; (8) g) except as set forth in Schedule 5.1(D)any lease furnished to Lender, no Tenant tenant has the right to terminate its Lease lease prior to expiration of the stated term of such lease; (9) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Date; and (10h) except as set forth in Schedule 5.1(F), no tenant has prepaid more than one month's ’s rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's ’s rent).

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all the Leases that: (1) the rent roll delivered to Lender for of each Individual Property is true and correct that as of the date of such rent roll hereof: (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2a) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge), and the Leases are valid and in and full force and effect; (2b) the Leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3c) the copies of the Leases delivered to Lender are true and complete; (4d) to Borrower's knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant tenant is in material default under any of the Leases; (5) except as set forth in Schedule 5.1(B), (ae) Borrower has no knowledge, after due inquiry, knowledge of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or defaultLease; (6f) Borrower has not assigned or pledged any of the Leases, the rents or any interests therein except to Lender; (7g) except as set forth in the rent roll delivered to Lender, and except as set forth in Schedule 5.1(C), no Tenant tenant or other party has an option or right of first refusal or offer, to purchase all or any portion of any the Individual Property; (8) except as set forth in Schedule 5.1(D), h) no Tenant tenant has the right to terminate its Lease prior to expiration of the stated term of such leaseLease except upon the happening of a casualty or condemnation and in such event only pursuant to and in accordance with the terms and provisions of its Lease; (9i) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Date; and (10) except as set forth in Schedule 5.1(F), no tenant has prepaid more than one month's rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's rent).; (j) no tenant under any Lease has any right or option for additional space; (k) all existing Leases are subordinate to the Mortgage either pursuant to their terms or a recorded subordination agreement; and (l) there are no long term subleases in effect other than subleases of space for ancillary hotel uses such as gift shops. SECTION 7.2

Representations and Warranties on Leases. Borrower represents Borrowers represent and warrants warrant to Lender Administrative Agent and Lenders with respect to all the Leases that: , (1i) the rent roll delivered to Lender for each Property Administrative Agent with respect to such Leases is true and correct as of the date of correct; (ii) such rent roll (provided that if Whitehall has owned a direct or indirect interest in Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge), and the Leases are valid and in and full force and effect; (2iii) the Leases (including amendments) are in writing, and there are no oral agreements with respect thereto; (3iv) the copies of the Leases delivered to Lender Administrative Agent are true and complete; (4v) to Borrower's knowledge, except as set forth in on Schedule 5.1(A)4.1, neither the landlord nor nor, to Borrowers’ Knowledge, any Tenant tenant is in material default under any of the Leases; (5vi) except as disclosed in estoppel certificates delivered by or on behalf of any Tenants prior to the CONA – Healthcare Trust, Inc. 92119388.8 Closing Date or as otherwise set forth in on Schedule 5.1(B)4.1, (a) Borrower has Borrowers have no knowledge, after due inquiry, knowledge of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or defaultLease; (6vii) Borrower has Borrowers have not assigned or pledged any of the Leases, the rents or any interests therein except to LenderAdministrative Agent and the Lenders; (7viii) except as set forth in the rent roll delivered to Lender, and except as set forth in on Schedule 5.1(C)4.1, no Tenant or other party has an option to purchase all or any portion of any PropertyProject; (8) ix) except as set forth in on Schedule 5.1(D)4.1 attached hereto, no Tenant has the right to terminate its Lease prior to expiration of the stated term of such leaseLease; and (9x) except as set forth in on Schedule 5.1(E), there are no leasing commissions that are owing in connection with 4.1 attached hereto or any Leases estoppel certificate delivered by or tenancies in effect as on behalf of the Closing Date; and (10) except as set forth in Schedule 5.1(F)any Tenant, no tenant Tenant has prepaid more than one month's ’s rent in advance (except for bona fide security deposits not in excess of an amount equal to two month's months’ rent).

Representations and Warranties on Leases. Borrower represents and warrants to Lender with respect to all Leases that: (1) the rent roll delivered to Lender for each Property is true and correct as of the date of such rent roll (provided that if Whitehall has as to any rent roll delivered for a Property owned a direct by Borrower or indirect interest in an Affiliate of Borrower for less than two (2) months prior to the Closing Date, the foregoing representation and warranty is made to Borrower's knowledge), and the Leases are valid and in and full force and effect; (2) the Leases are in writing, and there are no oral agreements with respect thereto; (3) the copies of the Leases delivered to Lender are true and complete; (4) to Borrower's knowledge, except as set forth in Schedule 5.1(A), neither the landlord nor any Tenant is in material default under any of the Leases; (5) except as set forth in Schedule 5.1(B), (a) Borrower has no knowledge, after due inquiry, of any notice of termination or default with respect to any Non-Storage Lease and (b) to Borrower's knowledge, after due inquiry, not more than 5% of the Leases at any Storage Property are the subject of any notices of termination or defaultLease; (6) with respect to Leases of space at the Borrower Properties, neither Borrower nor the Gateway Tower Owner has not assigned or pledged any of the Leases, the rents or any interests therein except to Lender; (7) with respect to Leases of space at the Nomura Properties, the Nomura Borrower has not assigned or pledged any of the Leases, the rents or any interests therein except as set forth in to the rent roll delivered to Nomura Lender, and ; (8) except as set forth in Schedule 5.1(C), no Tenant or other party has an option to purchase all or any portion of any Property; (8) 9) except as set forth in Schedule 5.1(D), no Tenant has the right to terminate its Lease prior to expiration of the stated term of such lease; (910) except as set forth in Schedule 5.1(E), there are no leasing commissions that are owing in connection with any Leases or tenancies in effect as of the Closing Date; and (1011) except as set forth in Schedule 5.1(F), no tenant has prepaid more than one month's rent in advance (except for bona fide security deposits not in excess of an amount equal to two three month's rent).