Common use of Representations Regarding Mortgaged Property Clause in Contracts

Representations Regarding Mortgaged Property. (a) Borrower has provided to Lender, in writing, any and all material information relating to conditions in, on, under or about the Premises that are known by Borrower and that are contained in Borrower’s files and records. (b) Borrower has received no written notice from any governmental or quasi-governmental authority of any pending or threatened in writing condemnation of the Premises, or any part thereof. (c) No part of the Premises has been designated as wetlands under any federal, state or local law or regulation or by any governmental agency, and no portion of the Premises is located within a 100-year flood plain. (d) The Improvements and the intended use thereof as office buildings are in compliance in all material respects with (i) all applicable restrictions, covenants, conditions and requirements, and (ii) with all federal, state and municipal laws, rules, regulations and ordinances applicable thereto, including, but not limited to, zoning and The Americans with Disabilities Act of 1990, as amended from time to time. (e) Borrower has received no written notice from any governmental or quasi governmental authority alleging that the Improvements are in violation of any federal, state or municipal laws, orders, regulations or ordinances applicable thereto. (f) The Improvements are in good condition and repair, have not suffered any material damage which has not been fully repaired, and are free of structural or other material defects. (g) All required licenses, permits, approvals, accreditations and qualifications necessary or appropriate for the use and operation of the Improvements as office buildings, including, but not limited to, all required certificates of occupancy, have been issued and are in full force and effect, except for recently expired elevator permits at the 12200 Building as the California Department of Industrial Relations is experiencing significant delays in conducting its annual inspections and issuing new permits. (h) City water supply, storm and sanitary sewers and sanitary sewer capacity, and electrical, gas and telephone facilities are available to the Premises within the boundary lines thereof, and the Improvements connect to all storm and sanitary sewer lines serving the Premises, and such lines are sufficient to meet the reasonable needs of the Premises as currently used. No other utility facilities are necessary to meet the reasonable needs of the Premises as currently used, and the design and as-built conditions of the Improvements are such that surface and storm water do not accumulate on the Premises and do not drain from the Premises across land of adjacent property owners, except as permitted by an easement or other agreement with such adjacent property owners. (i) The Premises are managed for Borrower by Xxxxxx XX. (j) A true and complete rent roll for the Premises as of October 31, 2016 is attached hereto as Exhibit C and incorporated herein by reference. There has been no material adverse change in the rent roll delivered to Lender with Borrower’s application for the Loan or in the rent roll attached hereto as Exhibit C, or the financial condition, credit rating, business, operations or affairs of Borrower, Indemnitor, to Borrower’s knowledge, any tenant at the Premises, or any other entity or natural person for which a financial statement has been submitted to Lender in connection with the Loan or which is providing any indemnification, guaranty, collateral or other credit support in connection with the Loan since the date of the last financial statement for such persons or entities submitted to Lender. Borrower is the owner of the landlord’s interest in each of the Leases. Borrower has delivered to Lender true and correct copies of all Leases, as the same have been amended or modified. Except as disclosed to Lender in writing, the Leases are in full force and effect, no event of default exists thereunder and no event has occurred thereunder which with notice or the passage of time would constitute an event of default thereunder. Except as disclosed to Lender in writing, Borrower has received no notice alleging default by the landlord under any of the Leases, and the Leases are not subject to any assignment, other than the Assignment of Leases and Rents. (k) For all reports provided with respect to Borrower, Borrower reports, for accounting purposes, on a fiscal year basis commencing on January 1 of each year and terminating on December 31 thereof. (l) There are no actions, suits or proceedings, pending or, to the knowledge of Borrower, threatened, affecting Borrower, any Indemnitor, any Principal, or the Premises at law or in equity, on, before or by any federal, state, municipal or other governmental department, commission, board, bureau, agency or other governmental instrumentality. There are no outstanding judgments, arbitration awards, decrees or awards of any kind pending against Borrower, any Indemnitor, any Principal or the Premises.

Representations Regarding Mortgaged Property. (a) There is no fact presently known to Borrower, after due inquiry of each property manager of the Mortgaged Property, as of the Closing Date that could reasonably be anticipated to have a material adverse effect on Borrower or the Mortgaged Property that has provided to Lendernot been disclosed herein, in writingthe other Loan Documents or in a report, any and all material information relating financial statement, exhibit, schedule, disclosure letter or other writing furnished to conditions in, on, under Lender on or about prior to the Premises that are known by Borrower and that are contained in Borrower’s files and recordsdate hereof. (b) Borrower has received no written notice from any governmental or quasi-governmental authority of any pending or threatened in writing condemnation of the Premises, or any part thereof. (c) No Except as disclosed in the Zoning Reports or otherwise disclosed on Exhibit H attached hereto, no part of the Premises has been designated as wetlands under any federal, state or local law or regulation or by any governmental agency, and and, except as may be disclosed on the ALTA surveys of the Premises provided to Lender, no portion of the Premises is located within a 100-year flood plain. (d) The To Borrower's knowledge, except as disclosed in the Property Condition Reports, the Environmental Report, the Zoning Reports, the seismic reports for the Premises obtained by Lender, the tenant estoppel certificates delivered to Lender prior to the Closing Date or otherwise disclosed on Exhibit H attached hereto, the Improvements and the intended use thereof as office buildings with parking structures and incidental retail uses are in compliance in all material respects with (i) all applicable restrictions, covenants, conditions and requirementsrequirements applicable thereto, and (ii) with all federal, state and municipal laws, rules, regulations and ordinances applicable thereto, including, but not limited to, zoning and The Americans with Disabilities Act of 1990, as amended from time to time. (e) Except as disclosed in the Property Condition Reports, the Environmental Report, the Zoning Reports or otherwise disclosed on Exhibit H attached hereto, Borrower has received no written notice from any governmental or quasi quasi-governmental authority alleging that the Improvements are presently in violation of any federal, state or municipal laws, orders, regulations or ordinances applicable thereto. (f) The Except as disclosed in the Property Condition Reports, the Environmental Report, the Zoning Reports, tenant estoppel certificates delivered to Lender prior to the Closing Date or otherwise disclosed on Exhibit H attached hereto, to Borrower's knowledge, the Improvements are in good condition and repair, have not suffered any material damage which has not been fully repaired, and are free of structural or other material defects. (g) All required licenses, permits, approvals, accreditations and qualifications necessary or appropriate for the current use and operation of the Improvements as office buildingsbuildings with parking structures, including, but not limited to, all required certificates of occupancy, have been issued and are in full force and effect, except for recently expired elevator permits at the 12200 Building as the California Department of Industrial Relations is experiencing significant delays in conducting its annual inspections and issuing new permits. (h) City Except as may be disclosed on the ALTA surveys of the Premises provided to Lender, city water supply, storm and sanitary sewers and sanitary sewer capacity, and electrical, gas and telephone facilities are available to the Premises within the boundary lines thereof, and the Improvements connect to all storm and sanitary sewer lines serving the Premises, and such lines are sufficient to meet the reasonable needs of the Premises as currently used. No other utility facilities are necessary to meet the reasonable needs of the Premises as currently used, and except as disclosed in the Property Condition Reports or otherwise disclosed on Exhibit H attached hereto, to Borrower's knowledge, the design and as-built conditions of the Improvements are such that surface and storm water do not accumulate on the Premises and do not drain from the Premises across land of adjacent property owners, except as permitted by an easement or other agreement with such adjacent property owners. (i) The Premises are managed for Borrower by Xxxxxx XXDxxxxxx Exxxxx Management LLC under the property management agreements attached to each Assignment and Subordination (individually or collectively, the "Management Agreement"), which Management Agreement is in full force and effect. No event of default has occurred under the Management Agreement, and no event has occurred thereunder which with notice or the passage of time would constitute an event of default thereunder. Borrower has delivered to Lender a true and complete copy of each Management Agreement. (j) A true and complete rent roll for the Premises as of October 31, 2016 is attached hereto as Exhibit C and incorporated herein by reference. There has been no material adverse change in the rent roll delivered to Lender with Borrower’s application for the Loan Application or in the rent roll attached hereto as Exhibit C, or in the financial condition, credit rating, business, operations or affairs of Borrower, Indemnitor, the REIT or, to the best of Borrower’s 's knowledge, any tenant Major Tenant at the Premises, or any other entity or natural person for which a financial statement has been submitted to Lender in connection with the Loan or which is providing any indemnification, guaranty, collateral or other credit support in connection with the Loan since the date of the last financial statement for such persons or entities submitted to Lender. Borrower is the owner of the landlord’s 's interest in each of the Leases. Borrower has delivered to Lender true and correct copies of all Leases, as the same have been amended or modifiedmodified as of the Closing Date. Except as disclosed to Lender in writing, the The Leases are in full force and effecteffect and, except as disclosed in the estoppel certificates delivered to Lender prior to the Closing Date, or the rent rolls for the Premises delivered to Lender attached hereto as Exhibit C, to Borrower's knowledge, (i) no event of default exists thereunder and has occurred under any Major Lease, (ii) no event has occurred thereunder under any Major Lease which with notice or the passage of time would constitute an event of default thereunderunder any Major Lease and (iii) no defaults exist under any of the Leases (other than Major Leases) by any party (including any guarantor) thereto that, individually or in the aggregate with respect to all such defaults, would result in a material adverse effect on Borrower or the Mortgaged Property. Except as disclosed to Lender in writing, Borrower has received no notice alleging default by the landlord under any of the Major Leases, and the Leases are not subject to any assignment, other than the Assignment of Leases and Rents. (k) For all reports provided with respect to Borrower, Borrower reports, for accounting purposes, on a fiscal year basis commencing on January 1 of each year and terminating on December 31 thereof. (l) There Except as disclosed on Exhibit H, to Borrower's knowledge, there are no actions, suits or proceedings, pending oror threatened in writing, to the knowledge of against Borrower, threatened, affecting Borrower, any Indemnitor, any Principal, or Borrower's interest in the Premises at law or in equity, on, before or by any federal, state, municipal or other governmental department, commission, board, bureau, agency or other governmental instrumentality. There are no outstanding judgments, arbitration awards, decrees or awards of any kind pending against Borrower or Indemnitor. To Borrower's knowledge, there are no outstanding monetary judgments, arbitration awards, decrees or awards of any Indemnitor, any Principal kind pending against the Premises or the Premisesownership or operation thereof unless listed in Exhibit H. (m) Attached hereto as Exhibit D and incorporated herein is a list of all business licenses, restaurant or food licenses, retail licenses, elevator permits and certificates of occupancy issued to Borrower with respect to the Premises that are in Borrower's possession or reasonable control.

Representations Regarding Mortgaged Property. (a) Borrower has provided to Lender, in writing, any and all material information relating to conditions in, on, under or about the Premises that are known by Borrower and that are contained in Borrower’s files and records. (b) Borrower has received no written notice from any governmental or quasi-governmental authority of any pending or threatened in writing condemnation of the Premises, or any part thereof. (c) No part of the Premises has been designated as wetlands under any federal, state or local law or regulation or by any governmental agency, and no portion of the Premises is located within a 100-year flood plain, except as may be disclosed as such on the survey of the Premises delivered to Lender in connection with the closing of the Loan. (db) The Improvements and To Borrower's Knowledge, except as set forth in the intended use thereof as office buildings are in compliance in all material respects with (i) all applicable restrictionsProperty Condition Assessment Report, covenants, conditions and requirements, and (ii) with all federal, state and municipal laws, rules, regulations and ordinances applicable thereto, including, but not limited to, zoning and The Americans with Disabilities Act of 1990, as amended from time to time. (e) Borrower has received no written notice from any governmental or quasi governmental authority alleging that the Improvements are in violation of any federal, state or municipal laws, orders, regulations or ordinances applicable thereto. (f) The Improvements are in good condition and repair, have not suffered any material damage which has not been fully repaired, and are free of structural or other material defects. (gc) All required licenses, permits, approvals, accreditations and qualifications necessary or appropriate for the use and operation of the Improvements as office buildings, including, but not limited to, all required certificates of occupancy, have been issued and are in full force and effect, except for recently expired elevator permits at the 12200 Building as the California Department of Industrial Relations is experiencing significant delays in conducting its annual inspections and issuing new permits. (h) City Public water supply, storm and sanitary sewers and sanitary sewer capacity, and electrical, gas gas, cable and telephone facilities are available to the Premises within the boundary lines thereof, and the Improvements connect to all storm and sanitary sewer lines serving the Premises, and to Borrower's Knowledge such lines are sufficient to meet the reasonable needs of the Premises as currently used. No other utility facilities are necessary to meet the reasonable needs of the Premises as currently used, and the design and as-built conditions of the Improvements are such that To Borrower's Knowledge surface and storm water do not accumulate on the Premises and do not drain from the Premises across land of adjacent property owners, except as permitted by an easement or other agreement with such adjacent property owners. (id) The Premises are managed for Borrower by Xxxxxx XX. (j) A true and complete rent roll for the Premises as of October 31Property Manager pursuant to the Management Agreement, 2016 which Management Agreement is attached hereto as Exhibit C and incorporated herein by reference. There has been no material adverse change in the rent roll delivered to Lender with Borrower’s application for the Loan or in the rent roll attached hereto as Exhibit C, or the financial condition, credit rating, business, operations or affairs of Borrower, Indemnitor, to Borrower’s knowledge, any tenant at the Premises, or any other entity or natural person for which a financial statement has been submitted to Lender in connection with the Loan or which is providing any indemnification, guaranty, collateral or other credit support in connection with the Loan since the date of the last financial statement for such persons or entities submitted to Lender. Borrower is the owner of the landlord’s interest in each of the Leases. Borrower has delivered to Lender true and correct copies of all Leases, as the same have been amended or modified. Except as disclosed to Lender in writing, the Leases are in full force and effect. To Borrower's Knowledge, no event of default exists thereunder has occurred under the Management Agreement, and no event has occurred thereunder which with notice or the passage of time would constitute an event of default thereunder. Except as disclosed Borrower has delivered to Lender in writing, Borrower has received no notice alleging default by the landlord under any a true and complete copy of the Leases, and the Leases are not subject to any assignment, other than the Assignment of Leases and RentsManagement Agreement. (ke) For all reports provided with respect to Borrower, Borrower reports, for accounting purposes, on a fiscal year basis commencing on January 1 of each year and terminating on December 31 thereof31. (lf) There To Borrower's Knowledge, (a) there are no actions, suits or proceedings, pending or, to the knowledge of Borrower, or threatened, affecting Borrower, any Indemnitor, any Principal, Borrower or the Premises at law or in equity, on, before or by any federal, state, municipal or other governmental department, commission, board, bureau, agency or other governmental instrumentality, and (b) there are no actions, suits or proceedings, pending or threatened, affecting any Indemnitor at law or in equity, on, before or by any federal, state, municipal or other governmental department, commission, board, bureau, agency or other governmental instrumentality which, if decided adverse to Indemnitor would be reasonably likely to have a material adverse effect on Indemnitor's ability to perform under any Loan Documents to which it is a party. There are no outstanding judgments, arbitration awards, decrees or awards of any kind pending against any Borrower, any Indemnitor, Indemnitor or any Principal or of the PremisesMortgaged Property.

Representations Regarding Mortgaged Property. (a) Borrower has provided to Lender, in writing, any and all material information relating to conditions in, on, under or about the Premises that are known by Borrower and that are contained in To Borrower’s files and records. (b) Borrower has received knowledge, no written notice from any governmental or quasi-governmental authority of any pending or threatened in writing condemnation of the Premises, or any part thereof. (c) No part of the Premises has been designated as wetlands under any federal, state or local law or regulation or by any governmental agency, and no portion of the Premises is located within a 100-year flood plain, except as may be disclosed as such on the survey of the Premises delivered to Lender in connection with the closing of the Loan. (db) The Improvements and To Borrower’s knowledge, except as set forth in the intended use thereof as office buildings are in compliance in all material respects with Property Condition Report, (i) all applicable restrictions, covenants, conditions and requirements, and (ii) with all federal, state and municipal laws, rules, regulations and ordinances applicable thereto, including, but not limited to, zoning and The Americans with Disabilities Act of 1990, as amended from time to time. (e) Borrower has received no written notice from any governmental or quasi governmental authority alleging that the Improvements are in violation of any federal, state or municipal laws, orders, regulations or ordinances applicable thereto. (f) The Improvements are in good condition and repair, have not suffered any material damage which has not been fully substantially repaired, and are free of material structural defects or other material defectsdefects and (ii) the Hotel Property is in compliance in all material respects with all Legal Requirements. (gc) All required licenses, permits, approvals, accreditations and qualifications necessary or appropriate for the use and operation of the Improvements as office buildings, including, but not limited to, all required certificates of occupancy, have been issued and are in full force and effect, except for recently expired elevator permits at the 12200 Building as the California Department of Industrial Relations is experiencing significant delays in conducting its annual inspections and issuing new permits. (h) City Public water supply, storm and sanitary sewers and sanitary sewer capacity, and electrical, gas gas, cable and telephone facilities are available to the Premises within the boundary lines thereof, and the Improvements connect to all storm and sanitary sewer lines serving the Premises, and to Borrower’s knowledge such lines are sufficient to meet the reasonable needs of the Premises as currently used. No other utility facilities are necessary to meet To Borrower’s knowledge, except as set forth in the reasonable needs of the Premises as currently usedProperty Condition Report, and the design and as-built conditions of the Improvements are such that surface and storm water do not accumulate on the Premises and do not drain from the Premises across land of adjacent property owners, except as permitted by an easement or other agreement with such adjacent property owners. (id) The Premises are managed for Borrower by Xxxxxx XXthe Hotel Manager pursuant to the Management Agreement. (je) A true and complete rent roll for the Premises as of October 31, 2016 is attached hereto as Exhibit C and incorporated herein by reference. There has been no material adverse change in the rent roll delivered to Lender with Borrower’s application for the Loan or in the rent roll attached hereto as Exhibit C, or the financial condition, credit rating, business, operations or affairs of Borrower, Indemnitor, to Borrower’s knowledge, any tenant at the Premises, or any other entity or natural person for which a financial statement has been submitted to Lender in connection with the Loan or which is providing any indemnification, guaranty, collateral or other credit support in connection with the Loan since the date of the last financial statement for such persons or entities submitted to Lender. Borrower is the owner of the landlord’s interest in each of the Leases. Borrower has delivered to Lender true and correct copies of all Leases, as the same have been amended or modified. Except as disclosed to Lender in writing, the Leases are in full force and effect, no event of default exists thereunder and no event has occurred thereunder which with notice or the passage of time would constitute an event of default thereunder. Except as disclosed to Lender in writing, Borrower has received no notice alleging default by the landlord under any of the Leases, and the Leases are not subject to any assignment, other than the Assignment of Leases and Rents. (k) For all reports provided with respect to Borrower, Borrower reports, for accounting purposes, on a fiscal year basis commencing on January 1 of each year and terminating on December 31 thereof31. (lf) There To Borrower’s knowledge, there are no actions, suits or proceedings, pending or, to the knowledge of Borrower, or threatened, affecting any Borrower, any IndemnitorMaster Tenant, any Principal, Indemnitor or the Premises at law or in equity, on, before or by any federal, state, municipal or other governmental department, commission, board, bureau, agency or other governmental instrumentality, which is reasonably expected to have a material adverse impact on the Mortgaged Property. There are no outstanding judgments, arbitration awards, decrees or awards of any kind pending against Borrower, any IndemnitorMaster Tenant, any Principal Indemnitor or any of the Mortgaged Property, the Hotel Property or the PremisesAdditional Collateral. (g) All personal property comprising any portion of the Mortgaged Property is in working condition for its intended use as part of the Hotel Property.