Common use of Tax and Insurance Deposits Clause in Contracts

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institution.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at LenderXxxxxx’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender Xxxxxx may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at LenderXxxxxx’s option, at any prior time, the balance of the Deposits in LenderXxxxxx’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower Xxxxxxxx agrees to make the Deposits to such servicer or institution.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be following an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively)Default, Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institution.

Tax and Insurance Deposits. At LenderUpon Lxxxxx’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00request, or (ii) there shall be following an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively)any Document, Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th1/12) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at LenderLxxxxx’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender Lxxxxx may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land Property shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at LenderLxxxxx’s option, at any prior time, the balance of the Deposits in LenderLxxxxx’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower Bxxxxxxx agrees to make the Deposits to such servicer or institution.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) tax and insurance escrow deposits, beginning on January 1, 2019 with respect to tax escrow deposits, and beginning on October 1, 2018 with respect to insurance escrow deposits, in amounts reasonably determined by Lender equal from time to one-twelfth (1/12th) of the annual Assessments (except for income time as being needed to pay taxes, franchise taxesassessments and insurance premiums when due, ground rents, maintenance charges in an escrow account held in Lender’s name and utility charges) and the premiums for insurance required under Section 3.06 at a financial institution satisfactory to Lender (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “ImpositionsEscrow Account”). Lender shall estimate provide or arrange for the amount provision of regular statements regarding such account to Borrower. Such funds shall be applied by Lender toward the payment of property taxes, assessments and charges and insurance premiums when statements therefor are presented to Lender by Borrower (which statements shall be presented by Borrower to Lender a reasonable time before the applicable amounts are due). Prior to establishment of the Deposits until ascertainable. At that timeEscrow Account, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes the funds to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits be escrowed under this Section shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default in an escrow account at the time Title Company, pursuant to an Escrow Agreement dated as of paymentthe date hereof, (ii) Borrower has delivered bills or invoices among Borrower, Lender and Title Company. Upon the opening of the Escrow Account, Lender may direct the Title Company to Lender for deposit all such funds into the Impositions in sufficient time to pay them when dueEscrow Account, and (iii) the Deposits are sufficient Borrower shall execute any such direction or instruction that Title Company requires in order to pay the Impositions or Borrower has deposited the necessary additional amount, then comply. Lender shall pay have the Impositions prior right to their due date. Any Deposits remaining after rely upon tax information furnished by applicable taxing authorities in the payment of the Impositions shallsuch taxes or assessments and shall have no obligation to make any protest of any such taxes or assessments; provided, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations however that nothing in any order of priority. Any application to principal this provision shall be deemed a voluntary prepayment subject to restrict Borrower’s right to contest such taxes or assessments. When the Prepayment Premium. Loan is paid in full and no further credit or financial accommodations are available to Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrumenthereunder, Lender may pay over the Deposits in its possession shall release to the assignee or transferee and then it shall be completely released from Borrower at Borrower’s direction all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest funds in the Deposits. Upon full payment and satisfaction of Escrow Account that have not been applied in accordance with this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institutionSection.

Tax and Insurance Deposits. At Lender’s option (exercisable only The Mortgagee, at its option, to be exercised by 10 days' written notice to the Mortgagor, may require that the Mortgagor deposit with the Mortgagee, (i) if monthly, one-twelfth of the Debt Service Coverage (as defined in annual charges for any ground or other rent, insurance premiums, real estate assessments or other Taxes or water, sewer and other charges which might become a Lien on any of the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00Mortgaged Property, or and (ii) there such additional sums which, together with the aforementioned monthly installments, will be sufficient to make each of the aforementioned payments at least 30 days prior to the date such payments are due, and the Mortgagor, if so required, will make such deposits. Should such charges not be ascertainable at the time any deposit is required to be made with the Mortgagee, the deposit shall be made on the basis of an Event of Default under estimate made by the DocumentsMortgagee in its sole discretion, or (iii) in and when the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of charges are fixed for the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (30) days before they are due (collectivelythen current year, the “Impositions”). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly Mortgagor will deposit any deficiency. Borrower shall promptly notify Lender of any changes to deficiency with the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authorityMortgagee. All Deposits are pledged to Lender and shall constitute additional security for funds so deposited with the Obligations. The Deposits Mortgagee shall be held by Lender without interest (it, but not in escrow, and, except to the extent required under Laws) and may be commingled with other funds. If (i) there is by Applicable Law, without interest, and, provided that no Event of Default at or an event which, with the giving of notice or the lapse of time of paymentor both, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If would constitute an Event of Default occursshall have occurred, shall be applied by the Mortgagee in payment of the charges aforementioned when and as payable, to the extent the Mortgagee shall have such funds on hand. Should an Event of Default or such other event occur, the Deposits mayfunds deposited with the Mortgagee as aforementioned, at Lender’s optionshall be applied, be applied in the sole discretion of the Mortgagee, to pay the Obligations charges for which such funds have been deposited or as specified in any order of priority. Any Section 7(d) hereof, but no such application to principal shall be deemed a voluntary prepayment subject to have been made by operation of law or otherwise until actually made by the Mortgagee as herein provided, nor shall any application be deemed to affect any right or remedy of the Mortgagee hereunder or under Applicable Law. If deposits are being made with the Mortgagee, the Mortgagor will furnish the Mortgagee with bills for the charges for which such deposits are made and such other documents necessary for the payment of such charges at least 15 days prior to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Depositsdate on which such charges first become payable. Upon an any assignment or other transfer of this InstrumentMortgage, Lender may the Mortgagee will have the right to pay over the Deposits balance of such deposits in its possession to the assignee or transferee assignee, and then it shall upon the making of such payment the Mortgagee will be completely released from all liability with respect to such deposits and the Deposits. Borrower shall Mortgagor will look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institution.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as Lender shall retain a firm to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be monitor payment of real estate taxes at Borrower's expense. After an Event of Default under the Documentshereunder, or (iii) in the event that if Borrower fails shall fail promptly to timely deliver to Lender send evidence of timely payment of Assessments or real estate taxes and insurance premiums as required by Section 3.03(a) and Section 3.06(d)premiums, respectively)then, at Lender's option, Borrower shall make monthly deposits (“Deposits”"DEPOSITS") with Lender equal to one-twelfth (1/12th1/12) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”"INSURANCE PREMIUMS") together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”"IMPOSITIONS"). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s 's option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s 's option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s 's option, at any prior time, the balance of the Deposits in Lender’s 's possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer service or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer service or institution.

Tax and Insurance Deposits. At Upon Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00request, or (ii) there shall be following an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively)any Document, Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th1/12) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land Property shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institution.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be following an Event of Default under the Documents, or (iiiii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th1/12) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article VSections 2, 3 and 4 of the Loan Agreement, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institution.

Tax and Insurance Deposits. At Borrower will pay to Lender’s option (exercisable only (i) if , on the Debt Service Coverage (as defined in installment payment dates of the Loan Agreement) as Note, until the Note and all other sums secured by the Mortgage are fully paid or until notification from Lender to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00contrary, or (ii) there shall be an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender amount equal to one-twelfth (1/12th) of the estimated annual Assessments insurance premiums, ad valorem property taxes and any special assessments (except for income taxes"Impound Payments"), franchise taxesassessments, ground rentsand other charges due during the succeeding calendar year. Nothing contained herein shall cause Lender to be deemed a trustee of said funds, maintenance charges and utility charges) no interest shall be allowed to Borrower on account of any deposit or deposits made hereunder and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient said deposits need not be kept separate and apart from any other funds of Lender. Borrower shall furnish to pay these items Lender at least thirty (30) days before they are due (collectivelythe date on which the same shall become due, the “Impositions”). Lender shall estimate insurance premium invoices and an official statement of the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules said taxes and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when assessments next due, and (iii) the Deposits are sufficient Lender shall be entitled to pay the Impositions rely on such invoices and statements, tax bills, etc. without inquiry into their accuracy or Borrower has deposited the necessary additional amountvalidity, then and Lender shall pay said premium and charges but only if the Impositions prior to their due dateamounts received from Borrower are sufficient. Any Deposits remaining after An official receipt therefor shall be conclusive evidence of such payment and of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrowervalidity of such charges. If an Event of Default occurssuch amounts received from Borrower are determined in good faith by Lender to exceed what is necessary to fully pay estimated Impound Payments as they become due, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall upon Borrower's written request but not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrumentmore often than annually, Lender may pay over shall reduce the Deposits in its possession monthly payments required hereunder by an amount reasonably calculated to reduce the assignee or transferee and then it shall be completely released from all liability with respect surplus funds on hand to an insignificant amount within the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institution.ensuing twelve (12)

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be following an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively)Default, Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institution.. Prudential Loan No. 7061xxxxx Xxxx Building Supplemental Loan Mortgage and Security Agreement

Tax and Insurance Deposits. At Borrower will pay to Lender’s option (exercisable only (i) if , on the Debt Service Coverage (as defined in installment payment dates of the Loan Agreement) as Note, until the Note and all other sums secured by the Mortgage are fully paid or until notification from Lender to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00contrary, or (ii) there shall be an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender amount equal to one-twelfth (1/12th) of the estimated annual Assessments insurance premiums, AD VALOREM PROPERTY TAXES AND ANY SPECIAL ASSESSMENTS (except for income taxes"IMPOUND PAYMENTS") due during the succeeding calendar year. Nothing contained herein shall cause Lender to be deemed a trustee of said funds, franchise taxes, ground rents, maintenance charges and utility charges) no interest shall be allowed to Borrower on account of any deposit or deposits made hereunder and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient said deposits need not be kept separate and apart from any other funds of Lender. Borrower shall furnish to pay these items Lender at least thirty (30) days before they are due (collectivelythe date on which the same shall become due, the “Impositions”). Lender shall estimate insurance premium invoices and an official statement of the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules said taxes and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when assessments next due, and (iii) the Deposits are sufficient Lender shall be entitled to pay the Impositions rely on such invoices and statements, tax bills, etc. without inquiry into their accuracy or Borrower has deposited the necessary additional amountvalidity, then and Lender shall pay said premium and charges but only if the Impositions prior to their due dateamounts received from Borrower are sufficient. Any Deposits remaining after An official receipt therefor shall be conclusive evidence of such payment and of the Impositions shallvalidity of such charges. IF SUCH AMOUNTS RECEIVED FROM BORROWER ARE DETERMINED IN GOOD FAITH BY LENDER TO EXCEED WHAT IS NECESSARY TO FULLY PAY ESTIMATED IMPOUND PAYMENTS AS THEY BECOME DUE, at Lender’s optionUPON BORROWER'S WRITTEN REQUEST BUT NOT MORE OFTEN THAN ANNUALLY, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institution.LENDER SHALL REDUCE THE MONTHLY PAYMENTS REQUIRED HEREUNDER BY AN AMOUNT REASONABLY CALCULATED TO REDUCE THE SURPLUS FUNDS ON HAND TO AN INSIGNIFICANT AMOUNT WITHIN THE ENSUING TWELVE (12)

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be If an Event of Default under shall occur and be continuing hereunder or if the DocumentsMortgagor shall default in its obligations set forth in Section 2.9 hereof, or then the Mortgagee, at its option, to be exercised by ten (iii10) in days' written notice to the event Mortgagor, may require that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d)the Mortgagor deposit with the Mortgagee, respectively)monthly, Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th1/l2th) of the annual Assessments (except charges for income insurance premiums and real estate taxes, franchise taxesassessments, ground rentswater, maintenance sewer and other charges and utility charges) which might become a lien upon the Premises or any part thereof (all of the foregoing, the "Impositions"), and the premiums for insurance Mortgagor shall, accordingly, make such deposits. In addition, if required under Section 3.06 (by the “Insurance Premiums”) Mortgagee, unless Mortgagee is receiving such bills directly, the Mortgagor shall simultaneously therewith deposit with the Mortgagee a sum of money which together with amounts the monthly installments aforementioned will be sufficient to pay these items make each of the payments aforementioned at least thirty (30) days before they prior to the date such payments are due (collectivelydue. Should said charges not be ascertainable at the time any deposit is required to be made with the Mortgagee, the “Impositions”). Lender deposit shall be made on the basis of an estimate made by the amount of Mortgagee in its sole discretion, and when the Deposits until ascertainable. At that timecharges are fixed for then current year, Borrower the Mortgagor shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to deficiency with the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authorityMortgagee. All Deposits are pledged to Lender and shall constitute additional security for funds so deposited with the Obligations. The Deposits Mortgagee shall be held by Lender without interest (it, but not in escrow and, except to the extent required under Laws) and may be commingled with other funds. If (i) there is by applicable law, without interest, and, provided that no Event of Default at the time of paymentshall have occurred, (ii) Borrower has delivered bills or invoices to Lender for the Impositions shall be applied in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shallcharges aforementioned when and as payable, at Lender’s option, be credited against to the Deposits required for extent the following year or paid to BorrowerMortgagee shall have such funds on hand. If Should an Event of Default occursoccur and be continuing, the Deposits mayfunds deposited with the Mortgagee, at Lender’s optionas aforementioned, may be applied in payment of the charges for which such funds shall have been deposited or to the Obligations in payment of the Indebtedness or any order other charges affecting the security of priority. Any the Mortgagee, as the Mortgagee sees fit, but no such application to principal shall be deemed a voluntary prepayment subject to have been made by operation of law or otherwise until actually made by the Prepayment Premium. Borrower Mortgagee as herein provided, nor shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession application be deemed to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have affect any right or claim remedy of the Mortgagee hereunder or under any statute or rule of law. If deposits are being made with the Mortgagee, the Mortgagor shall furnish the Mortgagee with bills for the charges for which such deposits are required to be made hereunder and/or such other documents necessary for the payment of same, at least fifteen (15) days prior to the Depositsdate on which the charges first become payable. Lender may transfer In the event that the Mortgagor fails to pay any such amount, the Mortgagee may, but shall not be obligated to, make payment thereof, and the Mortgagor shall, on demand, reimburse the Mortgagee for all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make sums so expended, together with interest thereon computed at the Deposits to such servicer or institutionDefault Rate.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be following an Event of Default under (unless Xxxxxx has accepted cure of such Event of Default by specific written statement from Lender to Borrower acknowledging Xxxxxx’s acceptance of such cure, and Borrower specifically understands and agrees that Lender shall have no obligation to accept the Documents, cure of any Event of Default) or (iiiii) in the event that Borrower fails fails, within thirty (30) days after request from Lender, to timely deliver to Lender evidence of payment of Assessments or evidence that required insurance premiums policies have been renewed, as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th1/12) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at LenderXxxxxx’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender Xxxxxx may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at LenderXxxxxx’s option, at any prior time, the balance of the Deposits in LenderXxxxxx’s possession shall be paid over to the record owner of the Land Property and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower Xxxxxxxx agrees to make the Deposits to such servicer or institution.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be If an Event of Default under shall occur and be continuing hereunder or if the DocumentsGrantor shall default in its obligations set forth in Section 2.09 hereof, or then the Beneficiary, at its option, to be exercised by ten (iii10) in days' written notice to the event Grantor, may require that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d)the Grantor deposit with the Beneficiary, respectively)monthly, Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of the annual Assessments (except charges for income insurance premiums and real estate taxes, franchise taxesassessments, ground rentswater, maintenance sewer and other charges and utility charges) which might become a lien upon the Premises or any part thereof (all of the foregoing, the `Impositions'), and the premiums for insurance Grantor shall, accordingly, make such deposits. In addition, if required under Section 3.06 (by the “Insurance Premiums”) Beneficiary, the Grantor shall simultaneously therewith deposit with the Beneficiary a sum of money which together with amounts the monthly installments aforementioned will be sufficient to pay these items make each of the payments aforementioned at least thirty (30) days before they prior to the date such payments are due (collectivelydue. Should said charges not be ascertainable at the time any deposit is required to be made with the Beneficiary, the “Impositions”). Lender deposit shall be made on the basis of an estimate made by the amount of Beneficiary in its sole discretion, and when the Deposits until ascertainable. At that timecharges are fixed for the then current year, Borrower the Grantor shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to deficiency with the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authorityBeneficiary. All Deposits are pledged to Lender and shall constitute additional security for funds so deposited with the Obligations. The Deposits Beneficiary shall be held by Lender without interest (it, but not in escrow and, except to the extent required under Laws) and may be commingled with other funds. If (i) there is by applicable law, without interest, and, provided that no Event of Default at the time of paymentshall have occurred, (ii) Borrower has delivered bills or invoices to Lender for the Impositions shall be applied in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shallcharges aforementioned when and as payable, at Lender’s option, be credited against to the Deposits required for extent the following year or paid to BorrowerBeneficiary shall have such funds on hand. If Should an Event of Default occursoccur, the Deposits mayfunds deposited with the Beneficiary, at Lender’s optionas aforementioned, may be applied in payment of the charges for which such funds shall have been deposited or to the Obligations in payment of the Indebtedness or any order other charges affecting the security of priority. Any the Beneficiary, as the Beneficiary sees fit, but no such application to principal shall be deemed a voluntary prepayment subject to have been made by operation of law or otherwise until actually made by the Prepayment Premium. Borrower Beneficiary as herein provided, nor shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession application be deemed to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have affect any right or claim remedy of the Beneficiary hereunder or under any statute or rule of law. If deposits are being made with the Beneficiary, the Grantor shall furnish the Beneficiary with bills for the charges for which such deposits are required to be made hereunder and/or such other documents necessary for the payment of same, at least fifteen (15) days prior to the Depositsdate on which the charges first become payable. Lender may transfer In the event that the Grantor fails to pay any such amount, the Beneficiary may, but shall not be obligated to, make payment thereof, and the Grantor shall, on demand, reimburse the Beneficiary for all its duties under this sums so expended, together with interest thereon computed at the Default Rate. Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institution2.17. Intentionally Omitted.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be following an Event of Default under (unless Lender has accepted cure of such Event of Default by specific written statement from Lender to Borrower acknowledging Lender’s acceptance of such cure, and Borrower specifically understands and agrees that Lender shall have no obligation to accept the Documents, cure of any Event of Default) or (iiiii) in the event that Borrower fails fails, within thirty (30) days after request from Lender, to timely deliver to Lender evidence of payment of Assessments or evidence that required insurance premiums policies have been renewed, as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th1/12) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land Property and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institution.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be If an Event of Default under shall occur and be continuing hereunder or if the DocumentsGrantor shall default in its obligations set forth in Section 2.9 hereof, or then the Beneficiary, at its option, to be exercised by ten (iii10) in days' written notice to the event Grantor, may require that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d)the Grantor deposit with the Beneficiary, respectively)monthly, Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of the annual Assessments (except charges for income insurance premiums and real estate taxes, franchise taxesassessments, ground rentswater, maintenance sewer and other charges and utility charges) which might become a lien upon the Premises or any part thereof (all of the foregoing, the "Impositions"), and the premiums for insurance Grantor shall, accordingly, make such deposits. In addition, if required under Section 3.06 (by the “Insurance Premiums”) Beneficiary, the Grantor shall simultaneously therewith deposit with the Beneficiary a sum of money which together with amounts the monthly installments aforementioned will be sufficient to pay these items make each of the payments aforementioned at least thirty (30) days before they prior to the date such payments are due (collectivelydue. Should said charges not be ascertainable at the time any deposit is required to be made with the Beneficiary, the “Impositions”). Lender deposit shall be made on the basis of an estimate made by the amount of Beneficiary in its sole discretion, and when the Deposits until ascertainable. At that timecharges are fixed for then current year, Borrower the Grantor shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to deficiency with the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authorityBeneficiary. All Deposits are pledged to Lender and shall constitute additional security for funds so deposited with the Obligations. The Deposits Beneficiary shall be held by Lender without interest (it, but not in escrow and, except to the extent required under Laws) and may be commingled with other funds. If (i) there is by applicable law, without interest, and, provided that no Event of Default at the time of paymentshall have occurred, (ii) Borrower has delivered bills or invoices to Lender for the Impositions shall be applied in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shallcharges aforementioned when and as payable, at Lender’s option, be credited against to the Deposits required for extent the following year or paid to BorrowerBeneficiary shall have such funds on hand. If Should an Event of Default occursoccur, the Deposits mayfunds deposited with the Beneficiary, at Lender’s optionas aforementioned, may be applied in payment of the charges for which such funds shall have been deposited or to the Obligations in payment of the Indebtedness or any order other charges affecting the security of priority. Any the Beneficiary, as the Beneficiary sees fit, but no such application to principal shall be deemed a voluntary prepayment subject to have been made by operation of law or otherwise until actually made by the Prepayment Premium. Borrower Beneficiary as herein provided, nor shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession application be deemed to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have affect any right or claim remedy of the Beneficiary hereunder or under any statute or rule of law. If deposits are being made with the Beneficiary, the Grantor shall furnish the Beneficiary with bills for the charges for which such deposits are required to be made hereunder and/or such other documents necessary for the payment of same, at least fifteen (15) days prior to the Depositsdate on which the charges first become payable. Lender may transfer In the event that the Grantor fails to pay any such amount, the Beneficiary may, but shall not be obligated to, make payment thereof, and the Grantor shall, on demand, reimburse the Beneficiary for all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make sums so expended, together with interest thereon computed at the Deposits to such servicer or institutionPost-Default Rate.

Tax and Insurance Deposits. At Lender’s option 's option, at any time after (exercisable only a) an Event of Default has occurred, or (ib) if the aggregate Debt Service Coverage Ratio for the Hotel Properties for the immediately preceding twelve (as defined in the Loan Agreement12) as to all Properties (as defined in the Loan Agreement) month period shall be less than 1.75 to 1.00, or (ii) there shall be an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively)1.50, Borrower shall make monthly deposits (“Deposits”"DEPOSITS") with Lender equal to one-twelfth (1/12th1/12) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 5.6 (the “Insurance Premiums”"INSURANCE PREMIUMS") together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”"IMPOSITIONS"). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain copies of the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s optionLendxx'x xption, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s 's option, be applied to the Obligations in any order of priority. Any , and any application to principal following an Event of Default shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the DepositsDeposits unless and until such Deposits are applied by Lender towards the Obligations. Upon an assignment or other transfer of this Instrument, Lender may Lendxx xxx pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article VVII, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institution.transfer

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) Without limiting the effect of Section 2.2 if the Debt Service Coverage a PILOT Mortgage Default (as defined in the Loan Agreementhereinafter defined) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00hereunder has occurred and is continuing, Mortgagor, or (ii) there Home Owner, as the case may be, shall be pay to the Mortgagee monthly on or before the first day of each month, commencing with the month following the recording of this Mortgage, an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender amount equal to one-twelfth (1/12th1/12) of the annual Assessments (except premiums for income the insurance policies referred to hereinabove and the annual real estate taxes, franchise taxesPILOT Payments, ground water and sewer rents, maintenance rates and charges, any special assessments, charges or claims and utility charges) any other items which at any time may be or become a lien upon the Mortgaged Property prior to the lien of this mortgage; and on demand from time to time Mortgagor shall pay to the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient Mortgagee any additional sums necessary to pay these items pay, at least thirty (30) days before they are proper to the due (collectivelydate thereof, the “Impositions”)premiums and other items, all as estimated by the Mortgagee. Lender The amounts so paid shall estimate be security for the premiums and other items and shall be used in payment thereof if Mortgagor is not otherwise in default hereunder. If, pursuant to any provision of this Mortgage, the whole amount of the Deposits until ascertainableunpaid Obligations become due and payable, Mortgagee shall have the right, at its election, to apply any amount so held against the entire Obligations secured hereby. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender So long as Mortgagor is not in default under Section 2.2 hereof and has provided to Mortgagee evidence of any changes to the amounts, schedules and instructions for timely payment of its obligations thereunder, the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits provisions of this Section 2.3 shall be held waived by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institutionMortgagee.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00​ Upon occurrence of any Event of Default, or (ii) there shall be an Event of Default under the Documentsif such proof is requested in writing by Mortgagee, or (iii) in the event that Borrower Mortgagor fails to timely deliver to Lender evidence provide Mortgagee with proof of payment within thirty (30) days after the due date of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d)any such taxes, respectively), Borrower shall make monthly deposits (“Deposits”) Mortgagor agrees to deposit with Lender Mortgagee in a Tax Escrow Account each month an amount equal to one-twelfth (1/12th1/12) of the aggregate of (i) the next succeeding premiums (or payments in respect of them, if premiums are financed) on all insurance policies which Mortgagor is required by or pursuant to this Mortgage to maintain on the Mortgaged Property, and (ii) the amount of the next succeeding annual Assessments (except for income taxestax payments, franchise taxes, ground rentsassessment installments, maintenance charges and utility chargesother Impositions to become due and payable with respect to the Mortgaged Property, as reasonably estimated by Mortgagee, plus, with the first of such monthly deposits, an additional month's share (a twelfth) of such premiums, taxes and other Impositions for each month less than twelve remaining before the premiums for insurance required under Section 3.06 next payment thereof falls due. At least fifteen (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (3015) days before they the date on which any such insurance premium (or payment in respect of it, if premiums are due financed) or any of the Impositions must be paid to avoid delinquency, Mortgagor agrees to deliver to Mortgagee (collectively, the “Impositions”). Lender shall estimate promptly after Mortgagee's request) a statement or statements showing the amount of the Deposits until ascertainable. At that premium (or payment in respect of it, if premiums are financed) or Impositions required to be paid and the name and mailing address of the concern or authority to which it is payable and, at the same time, Borrower shall promptly Mortgagor agrees to deposit any deficiency. Borrower shall promptly notify Lender of any changes with Mortgagee such amounts as will, when added to the amountsamount of such deposits previously made and then remaining available for the purpose, schedules be sufficient to pay when due such insurance obligations or Impositions. Mortgagee shall have the right to and instructions for will, if, as and when requested by Mortgagor to do so, apply all funds in the Tax Escrow Account in payment of the such insurance obligations and Impositions. Borrower authorizes Lender or its agent to obtain Once Mortgagee applies such funds in the bills for Assessments directly from Tax Escrow Account in payment of insurance obligations and Impositions, in the appropriate tax or governmental authority. All Deposits event that there are pledged to Lender excess funds remaining in the Tax Escrow Account and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) provided there is exists no Event of Default at the time of paymentin question, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender such excess funds shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to (and thus shall reduce) the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties payments required under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make Article 8 during the Deposits to such servicer or institution.following calendar year. ​

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00Upon occurrence of any Event of Default, or (ii) there shall be an Event of Default under the Documentsif such proof is requested in writing by Mortgagee, or (iii) in the event that Borrower Mortgagor fails to timely deliver to Lender evidence provide Mortgagee with proof of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items within thirty (30) days before they after the due date of any such taxes, Mortgagor agrees to deposit with Mortgagee in a Tax Escrow Account each month an amount equal to one‑twelfth (1/12) of the aggregate of (i) the next succeeding premiums (or payments in respect of them, if premiums are due financed) on all insurance policies which Mortgagor is required by or pursuant to this Mortgage to maintain on the Mortgaged Property, and (collectively, the “Impositions”). Lender shall estimate ii) the amount of the Deposits until ascertainablenext succeeding annual tax payments, assessment installments, maintenance charges and other Impositions to become due and payable with respect to the Mortgaged Property, as reasonably estimated by Mortgagee, plus, with the first of such monthly deposits, an additional month's share (a twelfth) of such premiums, taxes and other Impositions for each month less than twelve remaining before the next payment thereof falls due. At that least fifteen (15) days before the date on which any such insurance premium (or payment in respect of it, if premiums are financed) or any of the Impositions must be paid to avoid delinquency, Mortgagor agrees to deliver to Mortgagee (promptly after Mortgagee's request) a statement or statements showing the amount of the premium (or payment in respect of it, if premiums are financed) or Impositions required to be paid and the name and mailing address of the concern or authority to which it is payable and, at the same time, Borrower shall promptly Mortgagor agrees to deposit any deficiency. Borrower shall promptly notify Lender of any changes with Mortgagee such amounts as will, when added to the amountsamount of such deposits previously made and then remaining available for the purpose, schedules be sufficient to pay when due such insurance obligations or Impositions. Mortgagee shall have the right to and instructions for will, if, as and when requested by Mortgagor to do so, apply all funds in the Tax Escrow Account in payment of the such insurance obligations and Impositions. Borrower authorizes Lender or its agent to obtain Once Mortgagee applies such funds in the bills for Assessments directly from Tax Escrow Account in payment of insurance obligations and Impositions, in the appropriate tax or governmental authority. All Deposits event that there are pledged to Lender excess funds remaining in the Tax Escrow Account and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) provided there is exists no Event of Default at the time of paymentin question, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender such excess funds shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to (and thus shall reduce) the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties payments required under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make Article 8 during the Deposits to such servicer or institutionfollowing calendar year.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be If an Event of Default under shall occur and be continuing hereunder or if the DocumentsMortgagor shall default in its obligations set forth in Section 2.9 hereof, or then the Mortgagee, at its option, to be exercised by ten (iii10) in days' written notice to the event Mortgagor, may require that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d)the Mortgagor deposit with the Mortgagee, respectively)monthly, Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of the annual Assessments (except charges for income insurance premiums and real estate taxes, franchise taxesassessments, ground rentswater, maintenance sewer and other charges and utility charges) which might become a lien upon the Premises or any part thereof (all of the foregoing, the "Impositions"), and the premiums for insurance Mortgagor shall, accordingly, make such deposits. In addition, if required under Section 3.06 (by the “Insurance Premiums”) Mortgagee, the Mortgagor shall simultaneously therewith deposit with the Mortgagee a sum of money which together with amounts the monthly installments aforementioned will be sufficient to pay these items make each of the payments aforementioned at least thirty (30) days before they prior to the date such payments are due (collectivelydue. Should said charges not be ascertainable at the time any deposit is required to be made with the Mortgagee, the “Impositions”). Lender deposit shall be made on the basis of an estimate made by the amount of Mortgagee in its sole discretion, and when the Deposits until ascertainable. At that timecharges are fixed for then current year, Borrower the Mortgagor shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to deficiency with the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authorityMortgagee. All Deposits are pledged to Lender and shall constitute additional security for funds so deposited with the Obligations. The Deposits Mortgagee shall be held by Lender without interest (it, but not in escrow and, except to the extent required under Laws) and may be commingled with other funds. If (i) there is by applicable law, without interest, and, provided that no Event of Default at the time of paymentshall have occurred, (ii) Borrower has delivered bills or invoices to Lender for the Impositions shall be applied in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shallcharges aforementioned when and as payable, at Lender’s option, be credited against to the Deposits required for extent the following year or paid to BorrowerMortgagee shall have such funds on hand. If Should an Event of Default occursoccur, the Deposits mayfunds deposited with the Mortgagee, at Lender’s optionas aforementioned, may be applied in payment of the charges for which such funds shall have been deposited or to the Obligations in payment of the Indebtedness or any order other charges affecting the security of priority. Any the Mortgagee, as the Mortgagee sees fit, but no such application to principal shall be deemed a voluntary prepayment subject to have been made by operation of law or otherwise until actually made by the Prepayment Premium. Borrower Mortgagee as herein provided, nor shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession application be deemed to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have affect any right or claim remedy of the Mortgagee hereunder or under any statute or rule of law. If deposits are being made with the Mortgagee, the Mortgagor shall furnish the Mortgagee with bills for the charges for which such deposits are required to be made hereunder and/or such other documents necessary for the payment of same, at least fifteen (15) days prior to the Depositsdate on which the charges first become payable. Lender may transfer In the event that the Mortgagor fails to pay any such amount, the Mortgagee may, but shall not be obligated to, make payment thereof, and the Mortgagor shall, on demand, reimburse the Mortgagee for all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make sums so expended, together with interest thereon computed at the Deposits to such servicer or institutionPost-Default Rate.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if In addition to the Debt Service Coverage (as defined in the Loan Agreement) as payments, promptly after Mortgagee requests it, Mxxxxxxxx agrees to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be deposit with Mortgagee each month an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender amount equal to one-twelfth (1/12th1/12) of the aggregate of (i) the next succeeding premiums (or payments in respect of them, if premiums are financed) on all insurance policies which Mortgagor is required by or pursuant to this Deed of Trust to maintain on the Property, and (ii) the amount of the next succeeding annual Assessments (except for income taxestax payments, franchise taxes, ground rentsassessment installments, maintenance charges and utility chargesother Impositions to become due and payable with respect to the Property, as estimated by Mortgagee, plus, with the first of such monthly deposits, an additional month's share (a twelfth) of such premiums and taxes for each month less than twelve remaining before the premiums for insurance required under Section 3.06 next payment thereof falls due. At least fifteen (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (3015) days before they the date on which any such insurance premium (or payment in respect of it, if premiums are due (collectivelyfinanced) or any of the Impositions must be paid to avoid delinquency, the “Impositions”). Lender shall estimate promptly after Mortgagee's request, Mxxxxxxxx agrees to deliver to Mortgagee a statement or statements showing the amount of the Deposits until ascertainable. At that premium (or payment in respect of it, if premiums are financed) or Impositions required to be paid and the name and mailing address of the concern or authority to which it is payable and, at the same time, Borrower shall promptly Mxxxxxxxx agrees to deposit any deficiency. Borrower shall promptly notify Lender of any changes with Mortgagee such amounts as will, when added to the amounts, schedules amount of such deposits previously made and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security then remaining available for the Obligations. The Deposits shall purpose, be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay such insurance obligations or Impositions. Mortgagee shall have the Impositions or Borrower has deposited the necessary additional amountright to and will, then Lender shall pay the Impositions prior if, as and when requested by Mxxxxxxxx to their due date. Any Deposits remaining after do so, apply such deposits in payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal such insurance obligations and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institutionImpositions.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if Borrower shall, in order to secure the Debt Service Coverage (as defined performance and discharge of Borrower's obligations under Sections 1.3 and 1.6 hereof, but not in lieu of such performance, deposit with Mortgagee on the Loan Agreement) as first day of each calendar month throughout the term of this Mortgage, deposits, in amounts set by Mortgagee from time to time by written notice to Borrower, in order to accumulate funds sufficient to permit Mortgagee to pay all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00annual ad valorem taxes, or (ii) there shall be an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) assessments and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) charges of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges nature described in said Sections 1.3 and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items 1.6 hereof at least thirty (30) days before prior to the date or dates on which they are shall become delinquent, or due (collectivelyand payable, as the “Impositions”)case may be. Lender Borrower shall estimate the amount of the Deposits until ascertainableprocure and deliver to Mortgagee when issued all statements or bills for such obligations. At that timeUpon demand by Mortgagee, Borrower shall promptly deposit deliver to Mortgagee such additional monies as are required to satisfy any deficiency. Borrower shall promptly notify Lender of any changes deficiencies in the amounts necessary to enable Mortgagee to pay such taxes, assessments and insurance charges thirty (30) days prior to the amountsdate they become delinquent, schedules or due and instructions for payment of payable, as the Impositionscase may be. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender Mortgagee shall pay such taxes, assessments and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except insurance charges as they become due to the extent required under Laws) of the funds on deposit with Mortgagee from time to time and provided Borrower has delivered to Mortgagee the statements or bills therefor. In making any such payments, Mortgagee shall be entitled to rely on any bill issued in respect of any such taxes, assessments or charges xxxxout inquiry into the validity, propriety or amount thereof and whether delivered to Mortgagee by Borrower or otherwise obtained by Mortgagee. Any deposits received pursuant to this Section 1.10 shall not be, nor be deemed to be, trust funds, but may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institution.the

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) Borrower shall be less than 1.75 to 1.00, or (ii) there shall be an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence all tax bills, bond and assessment statements, statements of payment of Assessments or insurance premiums as required premiums, and statements for any other Impositions after receipt by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiencyBorrower. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower shall make monthly Deposits to Lender in an amount sufficient to pay the Impositions at least thirty (30) days before they are due. Lender shall estimate the amount of the Deposits until ascertainable. If Lender determines that the Deposits are insufficient, Borrower shall promptly deposit any deficiency determined by Lender within five (5) Business Days after notice from Lender. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authorityGovernmental Authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Lawsby Law) and may be commingled with other funds. If (ia) there is no Event of Default shall have occurred and be continuing at the time of payment, (iib) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, ; and (iiic) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority, without relieving Borrower of its obligation to pay the Impositions when they become due. Any application to principal shall be deemed a voluntary prepayment subject to the applicable Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument pursuant to Section 9.05 of this Instrument, Lender may shall pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits, other than as a result of Lender gross negligence or willful misconduct with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument the Debt, or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its rights and duties under this Section 4.10 to such servicer or financial institution as Lender may periodically designate pursuant to Section 9.05 of this Instrument and Borrower agrees to make the Deposits to such servicer or institution.

Tax and Insurance Deposits. At Lender’s option election and subject to the terms and provisions of this Section 2.8, Lender may require, at any time during the term of the Loan, at Borrower’s expense, that Borrower deposit with Lender, or any servicer or financial institution that Lender may from time to time designate (exercisable only (i) if collectively, the Debt Service Coverage (as defined “Depository”), into an account in the Loan Agreementname of Lender, monthly, one-twelfth (l/12th) as to all Properties (as defined in of the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be an Event of Default under the Documents, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or annual premiums for insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of the annual Assessments (except amount of all Impositions estimated by Lender to be due for income taxesthe immediately succeeding calendar year. In addition, franchise taxesif required by Lender, ground rentsBorrower shall also deposit with the Depository a sum of money which, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts the aforesaid monthly installments, will be sufficient to pay these items make each of said payments of Impositions and premiums at least thirty (30) days before they such payments are due due. All interest (collectivelyif any) earned on the funds held by the Depository, less Depository’s administrative charges, shall be credited to, and remain in an account with the “Impositions”)Depository, but the amount thereof shall be credited against future deposit obligations under this Section 2.8. Borrower shall have no right to require that the Depository hold funds herein in an interest bearing account and Lender shall estimate bear no liability for the failure to achieve any particular rate of return or yield on funds held by the Depository. If the amount of any such payments is not ascertainable at the Deposits until ascertainable. At that timetime any such deposit is required to be made, the deposit shall be made on the basis of Lender’s reasonable estimate thereof, and, when such amount is fixed for the then-current year, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to deficiency with the amountsDepository, schedules and instructions for payment or, in the event the estimate was in excess of the Impositionsamount fixed, Lender shall refund to Borrower such excess amount. Borrower authorizes Notwithstanding the foregoing, by its acceptance of this Security Instrument, Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except deemed to acknowledge and agree that Borrower is not currently required to make the extent required under Laws) and may be commingled with other funds. If deposits pursuant to this Section 2.8, provided, however, that (i) there is in connection with deposits for Impositions, Lender retains the right to require Borrower to make the deposits specified herein if an Event of Default or event which with the giving of notice or lapse of time, or both, would constitute an Event of Default hereunder or under any Loan Document shall exist and remain uncured, and (ii) in connection with deposits for premiums for insurance, Lender shall not require Borrower to make such deposits provided that (A) no Event of Default at or event which with the time giving of paymentnotice or lapse of time, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when dueboth, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If would constitute an Event of Default occurshereunder or under any Loan Document shall exist and remain uncured, (B) Borrower is maintaining the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits required insurance hereunder pursuant to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits blanket insurance Policy approved by Lender in Lender’s possession shall be paid over sole and absolute discretion, and (C) Borrower has provided Lender with evidence satisfactory to the record owner Lender of payment in advance of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institutionannual Insurance Premiums.

Tax and Insurance Deposits. At Lender’s option (exercisable only A. Mortgagee may, at any time after (i) if the Debt Service Coverage an Event of Default has occurred (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00whether or not subsequently waived or then-existing), or (ii) there shall be an Event the Debt Service Coverage as determined by Mortgagee falls below 1.1 to 1.0, require for the balance of Default under the Documentsterm of the Note that Mortgagor deposit with Mortgagee or any service or financial institution designated by Mortgagee pursuant to PARAGRAPH 2.10.F. hereof (collectively, or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d"Depository"), respectively)------------------ monthly, Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th1/12) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) Impositions and the premiums for all insurance policies required under Section 3.06 (hereunder, and Mortgagor will make all such required deposits; Mortgagor will also deposit with the “Insurance Premiums”) Depository a sum of money which, together with amounts the aforesaid monthly installments, will be sufficient to pay these items make each of said payments of Impositions and, if required, premiums at least thirty (30) days before they such payments are due (collectively, the “Impositions”)due. Lender shall estimate If the amount of any such payments is not ascertainable at the Deposits until ascertainable. At that timetime any such deposit is required to be made, Borrower shall the deposit will be made on the basis of Mortgagee's reasonable estimate thereof, and, when such amount is fixed for the then-current year, Mortgagor will promptly deposit any deficiencydeficiency with the Depository. Borrower Notwithstanding the foregoing, in the event that monthly deposits on account of Impositions become due under clause (ii), above, Mortgagee shall promptly notify Lender Mortgagor of any changes the same, and, if Mortgagor does not deposit such Impositions with Depository within thirty (30) days after Mortgagee's notice, Guarantor shall be deemed to have assumed personal liability for the amounts, schedules and instructions for payment of the all Impositions. Borrower authorizes Lender or its agent At any time after Guarantor has been deemed to obtain assume such personal liability, Mortgagor and Guarantor shall have the bills right to deposit the Impositions with Depository and, thereafter, Guarantor shall no longer be personally liable for Assessments directly from the appropriate tax or governmental authority. Impositions until such time as Mortgagor again fails to pay Impositions as above promised. B. All Deposits are pledged to Lender and shall funds so deposited will, until so applied, constitute additional security for the Obligations. The Deposits shall , will be held by Lender the Depository without interest (except to the extent required under Laws) applicable law), and may be commingled with other fundsfunds of the Depository. If (i) there is Provided that no Event of Default at shall exist, all such funds will be applied in payment of the time annual Impositions and insurance premiums, but only to the extent that the Depository shall have such funds on hand. Notwithstanding the foregoing, Depository shall have no obligation to use said funds to pay (i) any of payment, (ii) Borrower has delivered the annual Impositions and insurance premiums unless Mortgagor shall have furnished the Depository with the bills or invoices to Lender for the Impositions therefor in sufficient time to pay them when duethe same before any penalty or interest attaches and before said policies of insurance lapse, and as the case may be, (ii) any installment of Impositions prior to the last day on which payment thereof may be made without penalty or interest, or (iii) any insurance premium prior to the Deposits due date thereof, provided however, that if any penalty, interest, or additional charges are sufficient incurred as a result of Mortgagor's failure to pay the Impositions provide bills or Borrower has deposited the necessary invoices as above required, Mortgagor shall provide Depository with any additional amountfunds required, then Lender and Depository shall pay the annual Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year plus any interest or paid to Borrowerpenalty. If an Event of Default occursshall exist (whether or not the Obligations have been accelerated as herein provided), the Deposits all funds so deposited may, at Lender’s Mortgagee's option, be applied to the Obligations in any the order determined by Mortgagee, including the unperformed Obligation which resulted in the then existing Event of priorityDefault, or to pay the Impositions and insurance premiums as provided above. Any application In no event shall Mortgagor be entitled to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for any payment or deposit for taxes or insurance, unless Mortgagor applies the Deposits. same to principal and/or interest after an Event of Default. C. Mortgagee, in making any payment authorized by this Mortgage (i) relating to taxes and assessments, may do so according to any xxxx, statement or estimate procured from the appropriate public office without inquiring into the accuracy of such xxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof, or (ii) for the purchase, discharge, compromise or settlement of any other prior lien, may do so without inquiring as to the validity or amount of any claim or lien which may be asserted. D. Upon an assignment or other transfer of this InstrumentMortgage, Lender may the Depository shall have the right to pay over the Deposits balance of such deposits in its possession to the assignee or transferee other successor, and then it the Depository and Mortgagee shall thereupon be completely released from all liability with respect to such deposits. In such event, Mortgagor and any successor owner of the Deposits. Borrower Property shall look solely to the assignee or transferee with respect theretoto such deposits. This provision shall apply to every transfer of the Deposits such deposits to a new assignee or transferee. . E. Subject to Article Vthe restrictions on Transfers herein, a transfer of record title to the Land Premises and any other Property shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties deposits under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institutionPARAGRAPH 2.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if In addition to the Debt Service Coverage (as defined in payments, promptly after Mortgagee requests it at any time after the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be occurrence of an Event of Default under the DocumentsDefault, or (iii) in the event that Borrower fails Mxxxxxxxx agrees to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) deposit with Lender Mortgagee each month an amount equal to one-twelfth (1/12th1/12) of the aggregate of (i) the next succeeding premiums (or payments in respect of them, if premiums are financed) on all insurance policies which Mortgagor is required by or pursuant to this Deed of Trust to maintain on the Property, and (ii) the amount of the next succeeding annual Assessments (except for income taxestax payments, franchise taxes, ground rentsassessment installments, maintenance charges and utility chargesother Impositions to become due and payable with respect to the Property, as estimated by Mortgagee, plus, with the first of such monthly deposits, an additional month’s share (a twelfth) of such premiums and taxes for each month less than twelve remaining before the premiums for insurance required under Section 3.06 next payment thereof falls due. At least fifteen (the “Insurance Premiums”) together with amounts sufficient to pay these items thirty (3015) days before they the date on which any such insurance premium (or payment in respect of it, if premiums are due (collectivelyfinanced) or any of the Impositions must be paid to avoid delinquency, the “Impositions”). Lender shall estimate promptly after Mortgagee’s request, Mxxxxxxxx agrees to deliver to Mortgagee a statement or statements showing the amount of the Deposits until ascertainable. At that premium (or payment in respect of it, if premiums are financed) or Impositions required to be paid and the name and mailing address of the concern or authority to which it is payable and, at the same time, Borrower shall promptly Mxxxxxxxx agrees to deposit any deficiency. Borrower shall promptly notify Lender of any changes with Mortgagee such amounts as will, when added to the amounts, schedules amount of such deposits previously made and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security then remaining available for the Obligations. The Deposits shall purpose, be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay such insurance obligations or Impositions. Mortgagee shall have the Impositions or Borrower has deposited the necessary additional amountright to and will, then Lender shall pay the Impositions prior if, as and when requested by Mxxxxxxxx to their due date. Any Deposits remaining after do so, apply such deposits in payment of such insurance obligations and Impositions. Mortgagor hereby waives the Impositions shalllimitations imposed by Mxxx. Code Axx. § 71-1-113, at Lender’s optionand Mxxxxxxxx and Mortgagee hereby agree, be credited against the Deposits required in accordance with Mont. Code Axx. § 71-1-114, that funds on reserve pursuant to this Deed of Trust for the following year or paid to Borrower. If an Event payment of Default occurstaxes, the Deposits mayinsurance premiums, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender expenses may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer exceed 110% of the Deposits reasonable amount needed to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to pay such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institutionexpenses.

Tax and Insurance Deposits. At Lender’s option (exercisable only option, (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00, or (ii) there shall be following an Event of Default under the Documents, or (iiiii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) Premiums together with amounts sufficient to pay these items thirty (30) days before they are due (collectively, the “Impositions”). Lender shall estimate in good faith the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) Xxxxxx and may be commingled with other funds. So long as no subsequent default under the Documents shall have occurred (i.e. subsequent to the Event of Default or any failure described in (ii) above, in either instance giving rise to Borrower’s obligation to fund the Deposits), Lender shall pay interest on the Deposits in an amount equal to the Bank Monitor Rate and such amount shall be credited to the account containing the Deposits. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits or interest accrued thereon remaining after payment of the Impositions shall, at LenderXxxxxx’s option, be credited against the Deposits required for the following year or paid to Borrower. If an a subsequent Event of Default occursoccurs (i.e., subsequent to the Event of Default or any failure described in (ii) above, in either instance giving rise to Borrower’s obligation to fund the Deposits), the Deposits may, at LenderXxxxxx’s option, be applied to the Obligations in any order of priority. Any such application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender Xxxxxx may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the DepositsDeposits that have been paid to the transferee. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at LenderXxxxxx’s option, at any prior time, the balance of the Deposits in LenderXxxxxx’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower Xxxxxxxx agrees to make the Deposits to such servicer or institution.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if the Debt Service Coverage (as defined in the Loan Agreement) as to all Properties (as defined in the Loan Agreement) shall be less than 1.75 to 1.00A. Mortgagee may, or (ii) there shall be at any time after an Event of Default under the Documents, has occurred (whether or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments not subsequently waived or insurance premiums as required by Section 3.03(a) and Section 3.06(dthen existing), respectivelyrequire for the balance of the term of the Note that Mortgagor deposit with Mortgagee or any service or financial institution designated by Mortgagee pursuant to Paragraph 2.10.F. (collectively, "Depository"), Borrower shall make monthly deposits (“Deposits”) with Lender equal to monthly, one-twelfth (1/12th1/12) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) Impositions and the premiums for all insurance policies required under Section 3.06 (hereunder, and Mortgagor will make such deposits. Mortgagor will also deposit with the “Insurance Premiums”) Depository a sum of money which, together with amounts the aforesaid monthly installments, will be sufficient to pay these items make each of said payments of Impositions and premiums at least thirty (30) days before they such payments are due (collectively, the “Impositions”)due. Lender shall estimate If the amount of any such payments is not ascertainable at the Deposits until ascertainable. At that timetime any such deposit is required to be made, Borrower shall the deposit will be made on the basis of Mortgagee's estimate thereof, and, when such amount is fixed for the then-current year, Mortgagor will promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to deficiency with the amountsDepository. B. All funds so deposited will, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall until so applied, constitute additional security for the Obligations. The Deposits shall , will be held by Lender the Depository without interest (except to the extent required under Laws) applicable law), and may be commingled with other fundsfunds of the Depository. If (i) there is Provided that no Event of Default at shall exist, all such funds will be applied in payment of the time annual Impositions and insurance premiums, but only to the extent that the Depository shall have such funds on hand. Notwithstanding the foregoing, Depository shall have no obligation to use said funds to pay (i) any of payment, (ii) Borrower has delivered the annual Impositions and insurance premiums unless Mortgagor shall have furnished the Depository with the bills or invoices to Lender for the Impositions therefor in sufficient time to pay them when duethe same before any penalty or interest attaches and before said policies of insurance lapse, and as the case may be, (ii) any installment of Impositions prior to the last day on which payment thereof may be made without penalty or interest, or (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions any insurance premium prior to their the due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrowerdate thereof. If an Event of Default occursshall exist (whether or not the Obligations have been accelerated as herein provided), the Deposits all funds so deposited may, at Lender’s Mortgagee's option, be applied to the Obligations in any the order determined by Mortgagee, including the unperformed Obligation which resulted in the then existing Event of priorityDefault, or to pay the Impositions and insurance premiums as provided above. Any application In no event shall Mortgagor be entitled to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for any payment or deposit for taxes or insurance. C. Mortgagee, in making any payment authorized by this Mortgage (i) relating to taxes and assessments, may do so according to any xxxx, statement or estimate procured from the Deposits. appropriate public office without inquiring into the accuracy of such xxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof, or (ii) for the purchase, discharge, compromise or settlement of any other prior lien, may do so without inquiring as to the validity or amount of any claim or lien which may be asserted. D. Upon an assignment or other transfer of this InstrumentMortgage, Lender may the Depository shall have the right to pay over the Deposits balance of such deposits in its possession to the assignee or transferee other successor, and then it the Depository and Mortgagee shall thereupon be completely released from all liability with respect to such deposits. In such event, Mortgagor and any successor owner of the Deposits. Borrower Property shall look solely to the assignee or transferee with respect theretoto such deposits. This provision shall apply to every transfer of the Deposits such deposits to a new assignee or transferee. . E. Subject to Article Vthe restrictions on Transfers herein, a transfer of record title to the Land Premises and any other Property shall automatically transfer to the new owner the beneficial interest in the Depositsany deposits under this Paragraph. Upon full payment and satisfaction of this Instrument the Note or, at Lender’s Mortgagee's option, at any prior time, the balance of such amounts in the Deposits in Lender’s Depository's possession shall be paid over to the record owner of the Land Property, and no other party shall have any right or claim thereto. F. At Mortgagee's request, Mortgagor agrees to make the Deposits. Lender may transfer all its duties under this Section to aforesaid deposits in an account with First National Bank of Maryland, Vanguard, NBD Bank or such servicer other service or financial institution as Lender Mortgagee may periodically from time to time designate in lieu of Mortgagee, and Borrower agrees to make the Deposits to fees and costs of such servicer or institutioninstitution shall be borne by Mortgagor.

Tax and Insurance Deposits. At Lender’s option (exercisable only (i) if Upon request of Mortgagee, Mortgagor shall deposit with Mortgagee, or a depositary designated by Mortgagee, concurrently with and in addition to the Debt Service Coverage monthly installments of interest due under the Notes until the indebtedness evidenced by the Notes is paid, the following: a sum equal to all real estate taxes and assessments next due on the Premises (as defined estimated from time to time by Mortgagee in its reasonable discretion) divided by the Loan Agreement) as number of months to all Properties elapse for which deposits will be made hereunder to and including the month next preceding the month when such taxes will become due and payable and a sum equal to the amount of the premium or premiums that will next become due and payable to replace or renew the insurance policies required to be maintained by Mortgagor under this Mortgage (as defined estimated from time to time by Mortgagee in its reasonable discretion) divided by the Loan Agreement) number of months to elapse for which deposits will be made hereunder to and including the month next preceding the expiration date of the policy or policies to be replaced or renewed. All such payments described in this Section shall be less than 1.75 held by Mortgagee or by the depositary designated by Mortgagee in trust without accruing or without any obligation arising for the payment of interest. If the funds so deposited are insufficient to 1.00pay, or when due, all taxes and premiums as aforesaid, Mortgagor shall, within ten (ii10) there days after written demand therefor from Mortgagee, deposit such additional funds as may be necessary to pay such taxes and premiums. If the funds so deposited exceed the amount required to pay such taxes and premiums, the excess shall be an Event credited against the deposit or deposits next due hereunder. Neither Mortgagee nor the depositary shall be liable for any failure to make any payments of Default under the Documents, taxes or (iii) in the event that Borrower fails to timely deliver to Lender evidence of payment of Assessments or insurance premiums as required by Section 3.03(a) and Section 3.06(d), respectively), Borrower unless Mortgagor shall make monthly deposits (“Deposits”) with Lender equal to one-twelfth (1/12th) of the annual Assessments (except for income taxes, franchise taxes, ground rents, maintenance charges and utility charges) and the premiums for insurance required under Section 3.06 (the “Insurance Premiums”) together with amounts sufficient to pay these items have supplied thirty (30) days before they are due (collectivelyprior to delinquency to Mortgagee or to the depositary the bxxx or bills for such taxes or insurance premiums; provided, however, that Mortgagee may at its option make or cause the depositary to make any such application of the aforesaid deposits without any direction or request to do same by Mortgagor. Mortgagee, by written notice to Mortgagor, may suspend and later reinstate, in whole or in part, the “Impositions”). Lender shall estimate the amount of the Deposits until ascertainable. At that time, Borrower shall promptly deposit any deficiency. Borrower shall promptly notify Lender of any changes to the amounts, schedules and instructions for payment of the Impositions. Borrower authorizes Lender or its agent to obtain the bills for Assessments directly from the appropriate tax or governmental authority. All Deposits are pledged to Lender and shall constitute additional security for the Obligations. The Deposits shall be held by Lender without interest (except to the extent required under Laws) and may be commingled with other funds. If (i) there is no Event of Default at the time of payment, (ii) Borrower has delivered bills or invoices to Lender for the Impositions in sufficient time to pay them when due, and (iii) the Deposits are sufficient to pay the Impositions or Borrower has deposited the necessary additional amount, then Lender shall pay the Impositions prior to their due date. Any Deposits remaining after payment of the Impositions shall, at Lender’s option, be credited against the Deposits required for the following year or paid to Borrower. If an Event of Default occurs, the Deposits may, at Lender’s option, be applied to the Obligations in any order of priority. Any application to principal shall be deemed a voluntary prepayment subject to the Prepayment Premium. Borrower shall not claim any credit against the principal and interest due under the Note for the Deposits. Upon an assignment or other transfer of this Instrument, Lender Section as often as it may pay over the Deposits in its possession to the assignee or transferee and then it shall be completely released from all liability with respect to the Deposits. Borrower shall look solely to the assignee or transferee with respect thereto. This provision shall apply to every transfer of the Deposits to a new assignee or transferee. Subject to Article V, a transfer of title to the Land shall automatically transfer to the new owner the beneficial interest in the Deposits. Upon full payment and satisfaction of this Instrument or, at Lender’s option, at any prior time, the balance of the Deposits in Lender’s possession shall be paid over to the record owner of the Land and no other party shall have any right or claim to the Deposits. Lender may transfer all its duties under this Section to such servicer or financial institution as Lender may periodically designate and Borrower agrees to make the Deposits to such servicer or institutiondetermine.