Common use of Tax and Insurance Escrow Fund Clause in Contracts

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (i) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan Agreement. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “Tax and Insurance Escrow Fund”). The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Companybe made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender’s option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall accrue in said account for the benefit of Borrower, if so directed by but shall remain in and constitute part of the Tax and Insurance Escrow Fund, and shall be disbursed in accordance with the terms hereof. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. Notwithstanding anything to the contrary hereinbefore contained, in the event that Borrower provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured in accordance with Section 6.1 of this Agreement and (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Agreement, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of a Trigger Event Cure shall be returned to Borrower (Insurance Premiums if at any time the Property is not insured in accordance with Section 6.1 of this Agreement or Operating Company, as directed by Borrower)Taxes are not paid in accordance with the requirements of this Agreement.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on On each Payment Date during such periodthe term, Borrower shall pay to Lender (or Servicer, as directed by Servicer on behalf of Lender) an amount equal to (i) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said the amounts in (i) and (ii) above hereinafter called deposited with Lender or Servicer pursuant to this sentence, collectively, the “Tax and Insurance Escrow Fund”). Lender shall apply (or direct Servicer to apply) the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgages. In making any payment relating to the Tax and Insurance Escrow Fund, Lender or Servicer may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuing, then Lender shall return (or direct Servicer to return) any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender or Servicer may deal with the Person shown on the records of Lender or Servicer to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender (or Servicer) by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Companybe made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender's option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall accrue in said account for the benefit of Borrower, if so directed by but shall remain in and constitute part of the Tax and Insurance Escrow Fund, and shall be disbursed in accordance with the terms hereof. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. Notwithstanding anything to the contrary hereinbefore contained, in the event that Borrower provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured in accordance with SECTION 6.1 of this Agreement and (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Agreement, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of a Trigger Event Cure shall be returned to Borrower (Insurance Premiums if at any time the Property is not insured in accordance with SECTION 6.1 of this Agreement or Operating Company, as directed by Borrower)Taxes are not paid in accordance with the requirements of this Agreement.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such periodAt or before the advance of the Loan, Borrower shall pay to deposit with Lender (or Servicer, as directed by Lender) an amount equal to (i) one-twelfth a sum of money which together with the Taxes that Lender estimates monthly installments will be payable during the next ensuing twelve (12) months in order sufficient to accumulate with Lender sufficient funds to pay all make each of such Taxes at least payments thirty (30) days prior to their respective the date any delinquency or penalty becomes due dateswith respect to such payments. Deposits shall be made on the basis of Lender’s estimate from time to time of the charges for the current year (after giving effect to any reassessment or, at Lender’s election, on the basis of the charges for the prior year, with adjustments when the charges are fixed for the then current year). All funds so deposited shall be held by Lender, without interest, and (ii) one-twelfth may be commingled with Lender’s general funds. Borrower hereby grants to Lender a security interest in all funds so deposited with Lender for the purpose of securing the Loan. While an Event of Default exists, the funds deposited may be applied in payment of the Insurance Premiums that charges for which such funds have been deposited, or to the payment of the Loan or any other charges affecting the security of Lender, as Lender estimates will may elect, but no such application shall be payable deemed to have been made by operation of law or otherwise until actually made by Lender. Borrower shall furnish Lender with bills for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all charges for which such Insurance Premiums deposits are required at least thirty (30) days prior to the expiration of date on which the Policies (said amounts in (i) and (ii) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan Agreement. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Propertiescharges first become payable. If at any time the amount on deposit with Lender, together with amounts to be deposited by Borrower before such charges are payable, is insufficient to pay such charges, Borrower shall deposit any deficiency with Lender reasonably determines that immediately upon demand. Lender shall pay such charges when the Tax and Insurance Escrow Fund amount on deposit with Lender is not or will not be sufficient to pay Taxes such charges and Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of has received a xxxx for such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may becharges. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may beor Insurance Premiums. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Upon the occurrence of an Impounds Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such periodEvent, Borrower shall thereafter pay to Lender on each Monthly Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (iib) one-one- twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “"TAX AND INSURANCE ESCROW FUND"), provided that if the Impounds Trigger Event in question shall consist of a failure of a tenant under a Permitted Lease to make any payment of Taxes or Insurance Premiums in a timely manner as required hereunder, Borrower shall only be required to make deposits to the Tax and Insurance Escrow Fund”)Fund with respect to Taxes and Insurance payable with respect to the Individual Property subject to such Lease. The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Loan Agreement and under the Mortgage Mortgages as and when due, subject to the terms of the Loan AgreementDocuments. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to on the first day of each calendar month: (i) one-twelfth of an amount which would be sufficient to pay the Taxes that payable, or estimated by Lender estimates will to be payable payable, during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, 12 months; and (ii) one-twelfth of an amount which would be sufficient to pay the Insurance Premiums that Lender estimates will be payable due for the renewal of the coverage afforded by the Policies upon the expiration thereof (the amounts described in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in clauses (i) and (ii) above hereinafter called above, collectively, the “"Tax and Insurance Escrow Fund”"). The Tax and Insurance Escrow Fund and the monthly installments of principal and interest payable under the Note shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Borrower hereby pledges to Lender shall any and all monies now or hereafter deposited in the Tax and Insurance Escrow Fund as additional security for the payment of the Debt. Lender will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof Sections 4 and under 5 hereof. Provided that sufficient funds are then available to pay the Mortgage Loan Agreement. In making any payment relating to the Tax and Insurance Escrow Fundcurrent Taxes, Lender may do so according to any xxxxshall discharge such obligations at such time as will effect the maximum discount available, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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 thereofif any. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 Sections 4 and 5 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in clauses (i) and (ii) above, Borrower shall promptly pay to Lender, upon demand, an amount which Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is estimate as sufficient to make up the deficiency at least thirty (30) days prior to deficiency. Upon the due date occurrence of the Taxes and/or thirty (30) days prior to expiration an Event of the PoliciesDefault, as the case Lender may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make apply any deposits into sums then comprising the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect to the payment of the Properties that is Debt in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender any order in all material respects. (c) Any amount remaining its sole discretion. Until expended or applied as above provided, any amounts in the Tax and Insurance Escrow Fund following shall constitute additional security for the occurrence of Debt. To the extent permitted by applicable law, the Tax and Insurance Escrow Fund shall not constitute a Trigger Event Cure trust fund and may be commingled with other monies held by Lender. No earnings or interest on the Tax and Insurance Escrow Fund shall be returned payable to Borrower. (b) Anything to the contrary contained herein notwithstanding, Borrower shall be required to make the payments described in clause (ii) of subsection (a) of this Section only upon Borrower's failure to maintain the insurance required pursuant to Section 4 hereof or Operating Company, to furnish evidence of payment as directed by Borrower)provided in Section 4 hereof.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and Beneficiary shall not require escrows for Taxes, Other Charges or Insurance Premiums unless Beneficiary does not receive evidence that Grantor is remaining current in its payment of all such items. If Beneficiary determines that Grantor or its agents have been cured by not stayed current in the payment of all Taxes, Other Charges and Insurance Premiums (a “Trigger Event CureEvent”), on each Payment Date during such periodBeneficiary shall provide notice thereof to Grantor and immediately thereafter, Borrower Grantor shall pay to Lender (or Servicer, as directed by Lender) Beneficiary an initial deposit to the Tax and Insurance Escrow Fund in an amount equal which, when added to the monthly amounts to be deposited as specified below, will be sufficient in Beneficiary’s estimation, to satisfy the next due Taxes and Other Charges and the next due Insurance Premiums. Grantor shall thereafter pay to Beneficiary monthly on the first (i1st) day of each calendar month: (a) one-twelfth (1/12th) of an amount which would be sufficient to pay the Taxes that Lender estimates will and Other Charges payable, or estimated by Beneficiary to be payable payable, during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, months; and (iib) one-twelfth (1/12th) of an amount which would be sufficient to pay the Insurance Premiums that Lender estimates will be payable due for the renewal of the coverage afforded by the Policies upon the expiration thereof (the amounts described in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty clauses (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called of Section 4 above, collectively, the “Tax and Insurance Escrow Fund”). Lender The Tax and Insurance Escrow Fund and the monthly installments of principal and interest payable under the Note shall be added together and shall be paid as an aggregate sum by Grantor to Beneficiary. Grantor hereby pledges to Beneficiary any and all monies hereafter deposited in the Tax and Insurance Escrow Fund as additional security for the payment of the Debt. Beneficiary will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower Grantor pursuant to Section 5.1.2 hereof Sections 4 and under the Mortgage Loan Agreement. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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 thereof5 hereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 Sections 4 and 5 hereof, provided no Event of Default shall have occurred and be continuingBeneficiary shall, then Lender shall in its discretion, return any excess to Borrower (Grantor or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in (i) Sections 4 and (ii) 5 above, Lender Grantor shall notify Borrower of such determination and Borrower promptly pay to Beneficiary, upon demand, an amount which Beneficiary shall increase its monthly payments to Lender by the amount that Lender estimates is estimate as sufficient to make up the deficiency at least thirty (30) days prior to deficiency. Upon the due date occurrence of the Taxes and/or thirty (30) days prior to expiration an Event of the PoliciesDefault, as the case Beneficiary may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make apply any deposits into sums then comprising the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect to the payment of the Properties that is Debt in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender any order in all material respects. (c) Any amount remaining its sole discretion. Until expended or applied as above provided, any amounts in the Tax and Insurance Escrow Fund following shall constitute additional security for the occurrence of Debt. To the extent permitted by applicable law, the Tax and Insurance Escrow Fund shall not constitute a Trigger Event Cure trust fund and may be commingled with other monies held by Beneficiary. No earnings or interest on the Tax and Insurance Escrow Fund, if applicable, shall be returned payable to Borrower (or Operating Company, as directed by Borrower)Grantor.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Provided, however, so long as Borrower maintains blanket policies of insurance in accordance with Section 6.1 hereof, the provisions of this Section with regard to Insurance Premiums shall not be applicable, until and unless Lender elects to apply such provisions following (i) the issuance by any insurer or its agent of any notice of cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof, (ii) any cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof whether or not any notice is issued, (iii) Lender having not received from Borrower evidence of insurance coverages as required by and in accordance with the terms of Section 6.1 hereof, or (iv) the occurrence of any Event of Default or the occurrence of any event which with the giving of notice, the passage of time or both would result in an Event of Default. Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementSecurity Instrument. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Tax and Insurance Escrow Account”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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; provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts to which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender’s option be held in Eligible Account at an Eligible Institution. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding anything to the foregoingcontrary hereinbefore contained, Lender shall waive the requirement set forth herein for Borrower shall not be required to make any deposits for the payment of Insurance Premiums into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long asas (a) no Event of Default then exists, and (b) Borrower shall maintain have provided Lender with satisfactory evidence (as determined by Lender) that the Property is insured in accordance with Section 6.1 of this Agreement pursuant to a blanket insurance policy in respect Policy covering substantially all real property owned directly or indirectly by Guarantor, including, without limitation, the Property. Further notwithstanding anything to the contrary hereinbefore contained, Lender shall waive the requirement set forth herein for Borrower to make deposits for the payment of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in Taxes into the Tax and Insurance Escrow Fund following so long as (a) no Event of Default exists, (b) Borrower provides to Lender, at least ten (10) days prior to the occurrence of date on which such Taxes would be delinquent, evidence satisfactory (as determined by Lender) that such Taxes have been paid, and (c) a DSCR Tax Escrow Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower)not have occurred.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (iib) at the option of Lender, if the liability or casualty Policy maintained by Borrower covering the Properties shall not constitute an approved blanket or umbrella Policy pursuant to Section 6.1(c) hereof, or Lender shall require Borrower to obtain a separate Policy pursuant to Section 6.1(c) hereof, an amount equal to one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). In the event Lender shall elect to collect payments in escrow for Insurance Premiums pursuant to clause (b) above, Borrower shall pay to Lender an initial deposit to be determined by Lender, in its sole discretion, to increase the amounts in the Tax and Insurance Escrow Fund to an amount which, together with anticipated monthly deposits for the payment of Insurance Premiums, shall be sufficient to pay all Insurance Premiums as they become due. The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.1.2 hereof and under the Mortgage Loan Agreement6.1 hereof, respectively. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section Sections 5.1.2 and 6.1 hereof, provided no Event of Default shall have occurred and be continuingrespectively, then Lender shall shall, in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) . Any amount remaining held in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure and allocated for an Individual Property shall be returned to Borrower (or Operating Company, as directed retained by Borrower)Lender and credited toward the future payments of Taxes and Insurance Premiums required by Lender hereunder in the event such Individual Property is released from the Lien of its related Security Instrument in accordance with Section 2.5 hereof.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event Borrower shall have occurred and shall not have been cured by a Trigger Event Cure, deposit with Lender on each Payment Date during such periodDate, Borrower shall pay to Lender in cash or cash equivalent (or Servicerincluding a Letter of Credit), as directed by Lender) an amount equal to (i) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (ii) at the option of Lender, if the liability or casualty Policy maintained by Borrower covering the Properties shall not constitute a blanket of Policy, one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called such amounts, together with the proceeds of any Letter of Credit delivered pursuant to this Section 7.2, collectively, the “Tax and Insurance Escrow Fund”). The Tax and Insurance Escrow Fund and the payment of the monthly Debt Service, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan Pledge Agreement. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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 thereofthereof provided, however, Borrower shall have the right to contest the same in good faith and in accordance with the provisions of the Loan Documents. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall at Borrower’s option, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). Any amount remaining in the Tax Insurance Escrow Fund allocable to an Individual Property being released in accordance with the provisions hereof shall be returned to the Individual Borrower whose Individual Property is being released. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not not, or will not be be, sufficient to pay Taxes and Insurance Premiums by the dates set forth in (i) and (ii) abovethe first sentence of this Section 7.2, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender (or deliver a Letter of Credit in the amount of such increase) by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding In addition and as a modification of the foregoingprovisions set forth above in this Section 7.2, Borrower Lender acknowledges and agrees that the deposits to Tax and Insurance Escrow Fund for each of the Minority Interest Properties shall not be required segregated and separated from the deposits to make any deposits into Tax and Insurance Escrow Fund for all other Properties and disbursements from the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect each of the Minority Interest Properties that is in accordance with shall only be made from the provisions of Section 6.1(a) segregated deposits for such Minority Interest Property and otherwise satisfactory to Lender in all material respectsused only for such Minority Interest Property. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If Borrower shall pay to Lender on the Closing Date an amount equal to all Taxes and Insurance Premiums that are payable within thirty (and for so long as30) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Curedays of the first Payment Date. In addition, on each Payment Date during such periodsubject to the last sentence of this Section 7.2, Borrower shall pay to Lender (or Servicer, as directed by Lender) on each Payment Date an amount (the “Monthly Tax and Insurance Escrow Deposit”) equal to to: (ia) one-twelfth of the Taxes that Lender reasonably estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said Policies. The amounts set forth in the first sentence of this Section 7.2 and in (ia) and (iib) above shall hereinafter called be referred to as the “Tax and Insurance Escrow Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Fund and payments of interest payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan Agreementhereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. . Notwithstanding anything herein to the contrary, provided that, to the extent that any of the insurance required to be maintained (bor caused to be maintained) Notwithstanding by Borrower under this Agreement and/or any other Loan Document is effected under a blanket policy reasonably acceptable to Lender insuring substantially all of the foregoingreal property owned, directly or indirectly, by Extended Stay, Borrower shall not be required to make any deposits into pursuant to the Tax and foregoing with respect to Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectsPremiums. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If During any Triggering Event Period, Borrower shall pay (and for so long asor cause to be paid) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, to Lender on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (i) one-twelfth of the Taxes (the “Monthly Tax Deposit”) that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, ; and (ii) at the option of Lender, if the liability or casualty Policy maintained by Borrower covering the Properties shall not constitute an approved blanket or umbrella Policy pursuant to Section 6.1 hereof, or Lender shall require Borrower to obtain a separate Policy pursuant to Section 6.1 hereof, one-twelfth of the Insurance Premiums (the “Monthly Insurance Premium Deposit”) that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called the “Tax and Insurance Escrow Fund”). The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note and this Agreement, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof Sections 5.1.12 and under the Mortgage Loan Agreement6.1, respectively, hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 Sections 5.1.12 and 6.1, respectively, hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by Borrower)be made to the Tax and Insurance Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding Upon the foregoingoccurrence of a Triggering Event Termination Event, Borrower upon written request of Borrower, Lender shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in disburse all material respects. (c) Any amount remaining funds contained in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event Borrower shall have occurred and shall not have been cured by a Trigger Event Cure, deposit or cause to be deposited with Lender on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth (1/12) of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (iib) one-twelfth (1/12) of the Insurance Premiums that Lender reasonably estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall apply Amounts on deposit in the Tax and Insurance Escrow Fund shall be applied to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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, unless Borrower is contesting the Taxes in accordance with Section 5.1.2 hereof and Borrower has so notified Lender. Upon written notice from Borrower to Lender, provided that the Tax and Insurance Escrow Fund contains sufficient funds for such purpose, Lender shall use reasonable efforts to pay any Taxes at such time as will provide the maximum discount allowable by law to Borrower, but the failure of Lender to pay such Taxes early enough to obtain any discount shall not result in any liability from Lender to Borrower. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofhereof (the “TI Excess”), provided no Event of Default shall have occurred and be continuing, then Lender shall return promptly return, or cause to be returned, any excess to Borrower (or or, at Borrower’s direction, to Operating CompanyLessee. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower or, if so directed by at Borrower)’s direction, to Operating Lessee. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner Owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding the foregoing, Lender agrees that upon delivery to Lender by Borrower shall not be of evidence satisfactory to Lender that the Policies of insurance required to make any deposits be maintained by Borrower pursuant to Section 6.1(a) are maintained pursuant to blanket insurance Policies covering the Property and other properties and which blanket insurance Policies otherwise comply with the requirements of Section 6.1 and the Insurance Premiums payable in connection therewith have been prepaid for not less than one year in advance (or, for the period of coverage under the Policies as to which Certificates are delivered at closing, such period, if less than one year), Lender will waive the requirement that Borrower deposit Insurance Premiums into the Tax and Insurance Escrow Fund on account Fund. Upon request of Insurance Premiums if (and for so long as) Lender, Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise provide evidence satisfactory to Lender that the Insurance Premiums payable in all material respectsconnection with such blanket insurance Policies are paid as soon as appropriate evidence is reasonably available. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"Tax and Insurance Escrow Fund”"). The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgages. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed be made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest bearing account and shall at Lender's option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall be held in said account and credited toward future deposits to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior or Insurance Premiums. Notwithstanding anything to expiration the contrary hereinbefore contained, in the event that Borrower provides evidence satisfactory to Lender that each of the PoliciesProperties are insured under a "blanket" policy which is acceptable to Lender and which otherwise satisfies the requirements of this Agreement, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (and for so long as) due on such "blanket" policy of insurance, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of Insurance Premiums if at any time any of the Properties are not insured under a Trigger Event Cure shall be returned "blanket" insurance policy which satisfies the requirements of this Agreement. Notwit'nstanding the foregoing so long as Kmart Corporation pays t'ne Taxes due pursuant to Borrower (or Operating Company, its lease for the Property identified as directed "Bergen Plaza," Lender agrees to waive the Borrower's obligation to deposit the amount of Taxes paid by Borrower)Kmart.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes (the “Monthly Tax Deposit”) that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, ; and (iib) at the option of Lender, if the liability or casualty Policy maintained by Borrower covering the Property shall not constitute an approved blanket or umbrella Policy pursuant to Section 6.1(c) hereof, or Lender shall require Borrower to obtain a separate Policy pursuant to Section 6.1(c) hereof, one-twelfth of the Insurance Premiums (the “Monthly Insurance Premium Deposit”) that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). In the event Lender shall elect to collect payments in escrow for Insurance Premiums pursuant to clause (b) above, Borrower shall pay to Lender an initial deposit to be determined by Lender, in its sole discretion, to increase the amounts in the Tax and Insurance Escrow Fund to an amount which, together with anticipated Monthly Insurance Premium Deposits, shall be sufficient to pay all Insurance Premiums as they become due. The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note and this Agreement, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.1.2 hereof and under the Mortgage Loan Agreement6.1, respectively, hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section Sections 5.1.2 and 6.1, respectively, hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by Borrower)be made to the Tax and Insurance Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. Borrower shall, or shall cause CPLV Tenant to, pay to Lender or if amounts are being deposited by CPLV Tenant in accordance with the CPLV Lease SNDA, deposit into an account in the name of CPLV Tenant held by an Eligible Institution subject to a security interest in favor of Borrower and assigned to Lender and subject to the control of Lender pursuant to a Tax and Insurance Reserve Control Agreement, (a) If on the Closing Date an initial deposit in the amount of $5,506,224.22 (the “Initial Tax Reserve Deposit”) and for so long as(b) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender reasonably estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due datesthe incurrence of Additional Charges, and (ii) one-one- twelfth (1/12) of the Insurance Premiums that Lender reasonably estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund” and the account in which such amounts are held shall hereinafter be referred to as the “Tax and Insurance Reserve Account”)) provided that, (x) other than with respect to the Initial Tax Reserve Deposit, to the extent that (i) an amount not less than the Initial Tax Reserve Deposit is on deposit in the Tax and Insurance Escrow Fund, (ii) no Event of Default (other than a CPLV Lease Default so long as Borrower is proceeding to cure subject to the terms and within the time periods set forth in Section 8.3 hereof) is continuing, (iii) all Taxes and Other Charges are paid by Borrower or CPLV Tenant on or prior to the incurrence of Additional Charges and (iv) Borrower delivers or causes CPLV Tenant to deliver to Lender, evidence reasonably acceptable to Lender that all Taxes and Other Charges have been paid on or prior to the incurrence of Additional Charges, neither Borrower nor CPLV Tenant shall be required to deposit amounts required under this Section 7.2 for Taxes and Other Charges for such month. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Other Charges and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage and (y) to the extent that any of the insurance required to be maintained by Borrower under this Agreement and/or any other Loan AgreementDocument is effected under a blanket policy reasonably acceptable to Lender insuring substantially all of the real property owned, directly or indirectly, by CPLV Lease Guarantor, neither Borrower nor CPLV Tenant shall be required to make deposits pursuant to the foregoing with respect to Insurance Premiums. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating CPLV Tenant or credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall, or shall cause CPLV Tenant to, increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date incurrence of the Additional Charges with respect to Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding anything in this Agreement to the foregoingcontrary, Borrower shall not be required in default under the Loan for failure to make any deposits into pay Taxes and Other Charges or Insurance Premiums if and to the extent there are sufficient Tax and Insurance Escrow Fund Funds on account of deposit to timely pay Taxes and Other Charges or Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating CompanyPremiums, as directed by Borrower)applicable.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)57 Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Companybe made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender's option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall accrue in said account for the benefit of Borrower, if so directed by but shall remain in and constitute part of the Tax and Insurance Escrow Fund, and shall be disbursed in accordance with the terms hereof. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. Notwithstanding anything to the contrary hereinbefore contained, in the event that Borrower provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured in accordance with SECTION 6.1 of this Agreement and (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Agreement, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of a Trigger Event Cure shall be returned to Borrower (Insurance Premiums if at any time the Property is not insured in accordance with SECTION 6.1 of this Agreement or Operating Company, as directed by Borrower)Taxes are not paid in accordance with the requirements of this Agreement.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund” and the account in which such amounts are held shall hereinafter be referred to as Borrower’s “Tax and Insurance Escrow Account”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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; provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts to which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed be made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Borrower)Lender in an interest-bearing account and shall at Lender’s option be held in Eligible Account at an Eligible Institution. In allocating such excess, Lender may deal with the Person shown All interest earned on the records Tax and Insurance Escrow Fund shall be for the benefit of Lender Borrower but shall be added to be the owner and become a part of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding anything to the foregoingcontrary hereinbefore contained, Lender shall waive the requirement set forth herein for Borrower shall not be required to make any deposits for the payment of Insurance Premiums (for an individual building on an Individual Property) into the Tax and Insurance Escrow Fund on account so long as (a) no Event of Default has occurred and is continuing, (b) each Dollar General Lease remains in full force and effect with no event of default thereunder, (c) Dollar General is required under the applicable Dollar General Lease to provide, and does provide, a Policy that satisfies the applicable requirements of Section 6.1 hereof (including, without limitation, naming Lender as an additional insured) and pays the related Insurance Premiums if directly to the applicable insurance company, and (and for so long asd) Borrower shall maintain a blanket insurance policy in respect delivers to Lender not less than thirty (30) days prior to the expiration dates of the Properties that is in accordance with the provisions applicable Policies certificates of Section 6.1(a) and otherwise insurance evidencing such Policies accompanied by evidence satisfactory to Lender in all material respects. (c) Any amount remaining in of payment of the premiums due thereunder. Further notwithstanding anything to the contrary hereinbefore contained, Lender shall waive the requirement set forth herein for Borrower to make deposits for the payment of Taxes into the Tax and Insurance Escrow Fund following so long as (a) no Event of Default then exists, (b) Dollar General (x) with respect to each Individual Property, occupies one (1) or more parcels which constitute a separate tax lot or lots and does not constitute a portion of any other tax lot not a part of such Individual Property, and (y) is required under each Dollar General Lease to pay, and does pay, Taxes directly to the occurrence appropriate public office, (c) Borrower provides to Lender, at least ten (10) days prior to the date on which such Taxes would be delinquent, evidence satisfactory (as determined by Lender) that such Taxes have been paid by Dollar General, and (d) each Dollar General Lease remains in full force and effect with no event of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower)default thereunder.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (i) one-on the date hereof an initial deposit in the amount of $860,236.57 and (ii) on each Payment Date thereafter (a) one twelfth (1/12th) of the Taxes that Lender estimates will be payable with respect to each Project during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (iib) one-one twelfth (1/12th) of the Insurance Premiums insurance premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies policies of insurance required pursuant to Article 3 hereof upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums insurance premiums at least thirty (30) days prior to the expiration of the Policies such policies of insurance (said amounts in (i) and (ii) above hereinafter called the “Tax and Insurance Escrow Fund”). Provided no Event of Default exists, Lender shall will apply funds in the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums insurance premiums required to be made by Borrower pursuant to Section 5.1.2 hereof the terms and under conditions of this Agreement and the Mortgage Loan AgreementMortgage. Borrower shall be responsible for ensuring the receipt by Xxxxxx, at least thirty (30) days prior to the respective due date for payment thereof, of all bills, invoices and statements for all Taxes and insurance premiums to be paid from the Tax and Insurance Escrow Fund, and so long as no Event of Default exists, Lender shall pay the governmental authority or other party entitled thereto directly to the extent funds are available for such purpose in the Tax and Insurance Escrow Fund. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbill, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiumsinsurance premiums), without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien Lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofinsurance premiums, provided Lender shall, in its sole discretion and only while no Event of Default shall have occurred and be continuingexists, then Lender shall return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Obligations have been satisfied in full shall be returned to Borrower). In allocating such excess, Lender Xxxxxx may deal with the Person shown on the records of Lender Xxxxxx to be the owner of the PropertiesProject. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums insurance premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policiesapplicable insurance policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be the owner of the Properties. If at any time Lender reasonably determines that made to the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Fund. The Tax and Insurance Premiums Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender's option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall accrue in said account for the dates set forth benefit of Borrower, but shall remain in (i) and (ii) above, Lender shall notify Borrower constitute part of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (Fund, and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is be disbursed in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) terms hereof. Any amount remaining in the Tax and Insurance Escrow Fund following after the occurrence of a Trigger Event Cure Debt has been paid in full shall be returned to Borrower (or Operating Company, as directed by Borrower).to

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes (the “Monthly Tax Deposit”) that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, ; and (iib) at the option of Lender, if the liability or casualty Policy maintained by Borrower covering the Properties shall not constitute an approved blanket or umbrella Policy pursuant to Section 6.1(c) hereof, or Lender shall require Borrower to obtain a separate Policy pursuant to Section 6.1(c) hereof, one-twelfth of the Insurance Premiums (the “Monthly Insurance Premium Deposit”) that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). In the event Lender shall elect to collect payments in escrow for Insurance Premiums pursuant to clause (b) above, Borrower shall pay to Lender an initial deposit to be determined by Lender, in its sole discretion, to increase the amounts in the Tax and Insurance Escrow Fund to an amount which, together with anticipated Monthly Insurance Premium Deposits, shall be sufficient to pay all Insurance Premiums as they become due. The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note and this Agreement, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.1.2 hereof and under the Mortgage Loan Agreement6.1, respectively, hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section Sections 5.1.2 and 6.1, respectively, hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by Borrower)be made to the Tax and Insurance Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. In the event an Individual Property is released from the Lien of its related Security Instrument in accordance with Section 2.5 hereof, (a) any Tax and Insurance Escrow Funds allocated for such Individual Property shall be returned to Borrower and (b) the Monthly Tax Deposit and the Monthly Insurance Premium Deposit, as applicable, shall be reduced by the monthly deposit allocated for such Individual Property. (b) Notwithstanding the foregoingprovisions of Section 7.2(a) hereof, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of with respect to any Taxes or Insurance Premiums if to the extent the payment of such Taxes or Insurance Premiums are the direct obligation of a tenant of an Individual Property pursuant to the terms of its Lease (each such tenant, a “T/I Tenant”), provided that (i) no default (beyond any applicable notice and for so long asgrace period) on the part of such T/I Tenant exists under its Lease, (ii) no Event of Default has occurred and is continuing and (iii) Borrower provides evidence of payment of all such Taxes and Insurance Premiums in the manner and within the time periods set forth in this Agreement. In the event that any T/I Tenant fails to (i) pay any Taxes prior to the date the same shall maintain a blanket insurance policy in respect become delinquent or (ii) pay any Insurance Premiums at least thirty (30) days prior to the expiration date of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Policies for which such Insurance Escrow Fund following the occurrence of a Trigger Event Cure Premiums are due, Borrower shall be returned to Borrower (or Operating Companypay such Taxes and/or Insurance Premiums, as directed by Borrower)applicable, within ten (10) Business Days of the date Borrower receives any written or oral notice or other communication from any source whatsoever with respect to such failure.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicera) on each Payment Date, as directed by Lender) an amount equal to (i) one-twelfth (1/12) of the Taxes that Lender reasonably estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies and (b) on the Closing Date, an amount which, when combined with the monthly deposits described in (a) above, shall be sufficient to pay the next installment of Taxes and the next required payment of Insurance Premiums on the due date therefor (said amounts in (ia) and (iib) above hereinafter called the “"Tax and Insurance Escrow Fund”"). The Tax and Insurance Escrow Fund, and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 5.1 hereof and under the Mortgage Loan AgreementMortgage, or to reimburse Borrower for such amounts upon presentation of evidence of payment and an Officer's Certificate in form and substance satisfactory to Lender; subject, however, to Borrower's right to contest Taxes in accordance with Section 5.1(b) hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbill, statement or estimate procured from the appropriate public office ofxxxx (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax, assessmentassexxxxnt, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 5.1 hereof, provided no Event of Default shall have occurred and be continuing, then Lender shall return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by Borrower)be made to the Tax and Insurance Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Companybe made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender's option be held in Eligible Account at an Eligible Institution, if so directed by Any interest earned on said account shall accrue in said account for the benefit of Borrower), but shall remain in and constitute part of the Tax and Insurance Escrow Fund, and shall be disbursed in accordance with the terms hereof. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. Notwithstanding anything to the contrary hereinbefore contained, in the event that Borrower provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured in accordance with SECTION 6.1 of this Agreement and (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Agreement, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of a Trigger Event Cure shall be returned to Borrower (Insurance Premiums if at any time the Property is not insured in accordance with SECTION 6.1 of this Agreement or Operating Company, as directed by Borrower)Taxes are not paid in accordance with the requirements of this Agreement.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan Agreement. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of Any Taxes or Insurance Premiums paid by Lender from the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender deemed to be the owner of the Propertiesa capital contribution from Borrower to Mortgage Borrower. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If To the extent Taxes, Other Charges and/or Insurance Premiums are not reserved for in a Manager Account maintained by Manager pursuant to the Management Agreement or previously paid for by Manager pursuant to the Management Agreement (provided, that to the extent so reserved or paid, Borrower delivers to Lender the invoices and for so long asother evidence of payment required under Section 5.1.2 and Section 6.1 hereof in which case the required deposit will be reduced on a dollar-for-dollar basis by such amount) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lenderi) on the Closing Date an amount equal to initial deposit and (iii) on each Payment Date thereafter (A) one-twelfth (1/12) of the Taxes Taxes, Other Charges and all amounts due pursuant to the Approved Master Plan and/or the North Beach Property Documents, that Lender reasonably estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes Taxes, all amounts due pursuant to the Approved Master Plan and/or the North Beach Property Documents, and Other Charges at least thirty (30) days prior to their respective due dates, and (iiB) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. Provided that sufficient amounts are on deposit in the Tax and Insurance Escrow Fund, Lender shall upon Borrower’s written request, reimburse Borrower from amounts on deposit in the Tax and Insurance Escrow Fund for all real property Taxes and Other Charges actually paid by Borrower. As a precondition to any such reimbursement, Borrower shall submit to Lender an Officer’s Certificate setting forth the amount of tax payments made and jurisdictions in which such payments were made and upon the written request of Lender receipts for payment or other evidence reasonably satisfactory to Lender that such real, property Taxes and Other Charges have been paid. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (iI) and (iiII) above, Lender shall notify provide written notice to Borrower of such determination and Borrower shall shall, commencing with the first Payment Date following Borrower’s receipt of such written notice, increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) . Any amount remaining in the Tax and Insurance Escrow Fund following after the occurrence of a Trigger Event Cure Debt has been paid in full shall be returned to Borrower. (b) Notwithstanding anything herein to the contrary, provided that no Event of Default has occurred and is continuing, to the extent that any of the insurance required to be maintained by Borrower (or Operating CompanyLessee under this Agreement and/or any other Loan Document is effected under a blanket policy reasonably acceptable to Lender insuring substantially all of the real property owned, as directed directly or indirectly, by Borrower)Guarantor, Borrower shall not be required to make deposits pursuant to the foregoing with respect to Insurance Premiums.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event Issuers shall have occurred and shall not have been cured by a Trigger Event Cure, pay to Trustee on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) an amount equal to (i) one-one twelfth of the Taxes and the Condominium charges and assessments that Lender Trustee estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender Trustee sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (iib) one-one twelfth of the Insurance Premiums that Lender Trustee estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender Trustee sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender The Tax and Insurance Escrow Fund and the payment of the monthly Debt Service, shall be added together and shall be paid as an aggregate sum by Issuers to Trustee. Trustee will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower Issuers pursuant to Section 5.1.2 hereof and under the Mortgage Loan Agreement7.01(b) hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender Trustee may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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, except where Issuers are contesting the Taxes in accordance with the terms and provisions of this Indenture and have notified Trustee in writing of such contest. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 7.01(b) hereof, provided no Event of Default shall have occurred and be continuingTrustee shall, then Lender shall in its reasonable discretion, return any excess to Borrower (Issuers or credit such excess against future payments to Operating Company, if so directed by Borrower)be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Issuers. In allocating such excess, Lender Trustee may deal with the Person shown on the records of Lender Trustee to be the owner of the PropertiesProperty. If at any time Lender Trustee reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender Trustee shall notify Borrower Issuers of such determination and Borrower Issuers shall increase its monthly payments to Lender Trustee by the amount that Lender Trustee estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event Borrowers shall have occurred and shall not have been cured by a Trigger Event Cure, pay to Lender on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) an amount equal to (i) one-one twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty fifteen (3015) days prior to their respective due dates, and (iib) one-one twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty fifteen (3015) days prior to the expiration of the Policies (said amounts in to be deposited pursuant to clauses (ia) and (iib) above above, being hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower Borrowers pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (Borrowers or credit such excess against future payments to Operating Companybe made to the Tax and Insurance Escrow Fund. To the extent sufficient amounts have been deposited into the Tax and Insurance Fund with Lender in compliance with this Section 7.2, it shall not be an Event of Default if so directed by Borrower)the Insurance Premiums and/or the Taxes are not paid due to Lender’s failure to apply such amounts to the payment of the Insurance Premiums and the Taxes on the respective dates on which each are due provided that Borrowers have not impeded Lender’s attempt to pay such Insurance Premiums or Taxes. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrowers. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of each of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in clauses (ia) and (iib) above, Lender shall notify Borrower Borrowers of such determination and Borrower Borrowers shall increase its their monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty fifteen (3015) days prior to the due date of the Taxes and/or thirty fifteen (3015) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (i) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan Agreement. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. On the Closing Date, Borrower shall make an initial deposit to the Tax and Insurance Escrow Fund, as hereinafter defined, in an amount which, when added to the monthly amounts to be deposited as specified below, will be sufficient in the reasonable estimation of Lender to satisfy the next due Taxes and Insurance Premiums, plus an additional amount equal to two (a2) If (monthly installments for each. Beginning on the date the first constant monthly payment is due under the Note, and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on the sixth day of each Payment Date during such periodcalendar month thereafter, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of an amount which would be sufficient to pay the Taxes that payable, or reasonably estimated by Lender estimates will to be payable payable, during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due datesmonths, and (iib) one-twelfth of an amount which would be sufficient to pay the Insurance Premiums that Lender estimates will be payable due for the annual renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Borrower’s obligation to make monthly deposits to the Tax and Insurance Escrow Fund are hereby waived as long as (w) no Event of Default has occurred and is continuing under the Loan Documents, (x) no Event of Default by infoUSA Inc., as tenant (the “Tenant”) has occurred and is continuing under that certain Net Lease of even date herewith by and between Tenant and Borrower (the “Net Lease”) beyond the expiration of any applicable notice, grace or cure period, (y) Borrower or Tenant has delivered evidence, satisfactory to Lender, of the payment of the applicable Taxes and Insurance Premiums at least 30 days prior to their due date and/or expiration date, and (z) Borrower has provided Lender, at Lender’s request, with evidence satisfactory to Lender shall that all insurance otherwise required to be maintained hereunder is being properly maintained by the Tenant. Lender may, in its sole discretion, retain a third party tax consultant to obtain tax certificates or other evidence or estimates of tax due or to become due or to verify the payment of taxes, and Borrower will promptly reimburse Lender for the reasonable cost of retaining any such third parties or obtaining such certificates. Lender will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof Sections 3 and under the Mortgage Loan Agreement4 hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or insurance agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax payments set forth in (a) and Insurance Escrow Fund is not or (b) above will not be sufficient to pay the Taxes and Insurance Premiums by the dates set forth in (i) and (ii) abovenext coming due, Lender shall notify Borrower of such determination determination, and Borrower shall increase its monthly such payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into . No earnings or interest on the Tax and Insurance Escrow Fund on account of Insurance Premiums shall be payable to Borrower even if (and for so long as) Borrower shall maintain Lender or its servicer is paid a blanket insurance policy fee and/or receives interest or other income in respect of the Properties that is in accordance connection with the provisions deposit or placement of Section 6.1(a) and otherwise satisfactory to Lender in all material respectssuch fund. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (On the Closing Date, Mortgagor shall make an initial deposit to the Tax and for so long as) a Trigger Event shall have occurred Insurance Escrow Fund, as hereinafter defined, of an amount which, when added to the monthly amounts to be deposited as specified below, will be sufficient in the estimation of Mortgagee to satisfy the next due taxes, assessments, insurance premiums and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower other similar charges. Mortgagor shall pay to Lender Mortgagee on the first day of each calendar month (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of an amount which would be sufficient to pay all taxes, assessments and other similar governmental impositions (the Taxes that Lender estimates will "Taxes") payable or estimated by Mortgagee to be payable payable, during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due datesmonths, and (iib) unless otherwise waived by Mortgagee, one-twelfth of an amount which would be sufficient to pay the Insurance Premiums that Lender estimates will be payable due for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (i) [a] and (ii) [b] above hereinafter called the “"Tax and Insurance Escrow Fund”"). Lender Mortgagee may, in its sole discretion, retain a third party tax consultant to obtain tax certificates or other evidence or estimates of tax due or to become due or to verify the payment of taxes and Xxxxxxxxx will promptly reimburse Mortgagee for the reasonable cost of retaining any such third parties or obtaining such certificates. Any unpaid reimbursements for the aforesaid shall be added to the Debt. The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Mortgagor to Mortgagee. Mortgagor hereby pledges (and grants a lien and security interest) to Mortgagee any and all monies now or hereafter deposited in the Tax and Insurance Escrow Fund as additional security for the payment of the Debt. Mortgagee will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower Mortgagor pursuant to Section 5.1.2 hereof Sections 3 and under the Mortgage Loan Agreement. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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 thereof4 hereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 Sections 3 and 4 hereof, provided no Event of Default shall have occurred and be continuingMortgagee shall, then Lender shall in its discretion, return any excess to Borrower (Mortgagor or credit such excess against future payments to Operating Company, if so directed by Borrower)be made to the Tax and Insurance Escrow Fund. In allocating such excess, Lender Mortgagee may deal with the Person person shown on the records of Lender Mortgagee to be the owner of the PropertiesMortgaged Property. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in (ia) and (iib) above, Lender Mortgagor shall notify Borrower of such determination and Borrower promptly pay to Mortgagee, upon demand, an amount which Mortgagee shall increase its monthly payments to Lender by the amount that Lender estimates is estimate as sufficient to make up the deficiency at least thirty (30) days prior deficiency. Upon the occurrence of an Event of Default, Mortgagee shall be entitled to exercise both the due date rights of setoff and banker's lien, if applicable, against the Taxes and/or thirty (30) days prior to expiration interest of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into Mortgagor in the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect to the full extent of the Properties that outstanding balance of the Debt, application of any such sums to the Debt to be in any order in its sole discretion. Until expended or applied as above provided, any amounts in the Tax and Insurance Escrow Fund shall constitute additional security for the Debt. The Tax and Insurance Escrow Fund shall not constitute a trust fund and may be commingled with other monies held by Mortgagee. Unless otherwise required by applicable law, no earnings or interest on the Tax and Insurance Escrow Fund shall be payable to Mortgagor even if the Mortgagee or its servicer is paid a fee and/or receives interest or other income in accordance connection with the provisions deposit or placement of Section 6.1(a) such fund (in which event such income shall be reported under Mortgagee's or its servicer's tax identification number, as applicable). Upon payment of the Debt and otherwise satisfactory to Lender in performance by Xxxxxxxxx of all material respects. (c) Any amount its obligations under this Mortgage and the other Loan Documents, any amounts remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned refunded to Borrower (or Operating Company, as directed by Borrower)Mortgagor.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due delinquency dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Provided, however, so long as (x) Borrower provides Lender with satisfactory evidence (as determined by Lender) that Guarantor maintains blanket policies of insurance covering substantially all real property owned directly or indirectly by Guarantor, including, without limitation, the Property and in accordance with Section 6.1 hereof and (x) no monetary Event of Default shall have occurred, the provisions of this Section with regard to Insurance Premiums shall not be applicable, until and unless Lender elects to apply such provisions following (i) the issuance by any insurer or its agent of any notice of cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof, (ii) any cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof whether or not any notice is issued, (iii) Lender having not received from Borrower evidence of insurance coverages as required by and in accordance with the terms of Section 6.1 hereof, or (iv) during the existence of any Event of Default. Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementSecurity Instrument. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due delinquency date of the Taxes and/or and Other Charges or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (i) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgages. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower)., provided no Event of Default shall have occurred and be continuing. Any Tax and Insurance Escrow Funds remaining after the Debt has been paid in full shall be remitted (i) first, to the First Mezzanine Lender or (ii) if the First Mezzanine Loan is not then outstanding but the Second Mezzanine Loan is outstanding, then to the Second Mezzanine Lender in accordance with the First Mezzanine Loan Agreement or (iii) if the First Mezzanine Loan and the Second Mezzanine Loan are not then outstanding but the Third Mezzanine Loan is outstanding, then to the Third Mezzanine Lender in accordance with the Second Mezzanine Loan Agreement or (iv) if the First Mezzanine Loan, the Second Mezzanine Loan and the Third Mezzanine Loan are no longer outstanding, then to the Fourth Mezzanine Lender in accordance with the Third Mezzanine Loan Agreement or (v) if the First Mezzanine Loan, the Second Mezzanine Loan, the Third Mezzanine Loan and the Fourth Mezzanine Loan are no longer outstanding, then to the Fifth Mezzanine Lender in accordance with the Fourth Mezzanine Loan Agreement or (vi) if the First Mezzanine Loan, the Second Mezzanine Loan, the Third Mezzanine Loan, the Fourth Mezzanine Loan and the Fifth Mezzanine Loan are no longer outstanding, then to the Sixth Mezzanine Lender in accordance with the Fifth Mezzanine Loan Agreement or (vii) if the First Mezzanine Loan, the Second Mezzanine Loan, the Third Mezzanine Loan, the Fourth Mezzanine Loan, the Fifth Mezzanine Loan and the Sixth Mezzanine Loan are no longer outstanding, then to the Seventh Mezzanine Lender in accordance with the Sixth Mezzanine Loan Agreement or (viii) if the First Mezzanine Loan, the Second Mezzanine Loan, the Third Mezzanine Loan, the Fourth Mezzanine Loan, the Fifth Mezzanine Loan, the Sixth Mezzanine Loan and the Seventh Mezzanine Loan are no longer outstanding, then to the Eighth Mezzanine Lender in accordance with the Seventh Mezzanine Loan Agreement or (ix) if the First Mezzanine Loan, the Second Mezzanine Loan, the Third Mezzanine Loan, the Fourth Mezzanine Loan, the Fifth Mezzanine Loan, the Sixth Mezzanine Loan, the Seventh Mezzanine Loan and the Eighth Mezzanine Loan are no longer outstanding, then to the Ninth Mezzanine Lender in accordance with the Eighth Mezzanine Loan Agreement or (x) if the First Mezzanine Loan, the Second Mezzanine Loan, the Third Mezzanine Loan, the Fourth Mezzanine Loan, the Fifth Mezzanine Loan, the Sixth Mezzanine Loan, the Seventh Mezzanine Loan, the Eighth Mezzanine Loan and the Ninth Mezzanine Loan are no longer outstanding then to Borrower or, at Borrower’s election, shall be credited against the Debt simultaneously with the satisfaction of the balance of the Loan

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Companybe made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender's option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall accrue in said account for the benefit of Borrower, if so directed by but shall remain in and constitute part of the Tax and Insurance Escrow Fund, and shall be disbursed in accordance with the terms hereof. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. Notwithstanding anything to the contrary hereinbefore contained, in the event that Borrower provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured in accordance with SECTION 6.1 of this Agreement, (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Agreement and (3) so long as no Event of Default exists, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of a Trigger Insurance Premiums if at any time the Property is not insured in accordance with SECTION 6.1 of this Agreement, Taxes are not paid in accordance with the requirements of this Agreement or an Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower)of Default exists.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes (the “Monthly Tax Deposit”) that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, ; and (iib) at the option of Lender, if the liability or casualty Policy maintained by Borrower covering the Properties shall not constitute an approved blanket or umbrella Policy pursuant to Section 6.1(c) hereof, or Lender shall require Borrower to obtain a separate Policy pursuant to Section 6.1(c) hereof, one-twelfth of the Insurance Premiums (the “Monthly Insurance Premium Deposit”) that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). In the event Lender shall elect to collect payments in escrow for Insurance Premiums pursuant to clause (b) above, Borrower shall pay to Lender an initial deposit to be determined by Lender, in its sole discretion, to increase the amounts in the Tax and Insurance Escrow Fund to an amount which, together with anticipated Monthly Insurance Premium Deposits, shall be sufficient to pay all Insurance Premiums as they become due. The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note and this Agreement, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.1.2 hereof and under the Mortgage Loan Agreement6.1, respectively, hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section Sections 5.1.2 and 6.1, respectively, hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by Borrower)be made to the Tax and Insurance Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due delinquency dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund” and the account in which such amounts are held by Lender shall hereinafter be referred to as the “Tax and Insurance Escrow Account.”). Provided, however, so long as Borrower maintains blanket policies of insurance in accordance with Section 6.1 hereof, the provisions of this Section with regard to Insurance Premiums shall not be applicable, until and unless Lender elects to apply such provisions following (i) the issuance by any insurer or its agent of any notice of cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof, (ii) any cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof whether or not any notice is issued, (iii) Lender having not received from Borrower evidence of insurance coverages as required by and in accordance with the terms of Section 6.1 hereof, or (iv) the occurrence of any Event of Default or the occurrence of any event which with the giving of notice, the passage of time or both would result in an Event of Default. Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementSecurity Instrument. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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; provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts to which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or and Other Charges or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding anything to the foregoingcontrary hereinbefore contained, Lender shall waive the requirement set forth herein for Borrower shall not be required to make any deposits for the payment of Taxes into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long asas (I) Borrower shall maintain a blanket insurance policy if the Comenity Lease is no longer in respect full force and effect, (a) no Event of Default then exists, (b) the Properties that Debt Service Coverage Ratio, based on the trailing three (3) month period immediately preceding the date of such determination is in accordance with the provisions of Section 6.1(a) equal to or greater than 1.50 to 1.00, and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining Borrower provides to Lender prior to the date on which such Taxes would be delinquent, evidence satisfactory (as determined by Lender) that such Taxes have been paid, or (II) if the Comenity Lease remains in full force and effect, (a) no Event of Default then exists, (b) Comenity is required under the Tax Comenity Lease to pay, and Insurance Escrow Fund following does pay in a timely manner, Taxes directly to the occurrence appropriate public office (and Lender, upon written request, receives evidence of a such payment), (c) no event of default (after applicable notice and cure periods) exists under such Comenity Lease and (d) no Major Tenant Trigger Event Cure Period shall have occurred and be returned to Borrower (or Operating Company, as directed by Borrower)continuing.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such periodSubject to the last sentence of this Section 7.3.1, Borrower shall pay to Lender (on or Servicer, as directed by Lender) an amount equal to before the first day of each calendar month (i) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty ten (3010) days prior to their respective due dates, and (ii) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies with respect to all of the Properties upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called the “"Tax and Insurance Escrow Fund”"). The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 5.1 and Section 7.1 hereof and under the Mortgage Loan AgreementMortgages. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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 thereofthereof (subject to Borrower's right to contest Taxes herein described). If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 5.1 and Section 7.1 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in clauses (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty ten (3010) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding the foregoing, Borrower shall not be required to make any the foregoing deposits into to the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectsunless an Event of Default exists hereunder and notice to make such payments is given by Lender to Borrower; however, nothing herein shall relieve Borrower from fulfilling its other obligations hereunder. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. 101 0123905.0782082 4863-1270-3898v11 (a) If Subject to the terms of Section 7.2(b) and (and for so long asc) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such periodhereof, Borrower shall pay to Lender (or Servicer, as directed by LenderA) on the Closing Date an amount equal to initial deposit and (B) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender reasonably estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (iA) and (iiB) above hereinafter called the “Tax and Insurance Escrow Fund” and the account in which such sums are held shall hereinafter be referred to as the “Tax and Insurance Escrow Account”). Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementSecurity Instrument. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbill, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and, if Borrower is required to deposit sums in the Tax and Insurance Escrow Fund with respect to Insurance Premium, Insurance Premiums by the dates date set forth in clause (i) and (iiB) above, Lender shall notify Borrower in writing of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or and Other Charges or, if applicable, thirty (30) days prior to expiration of the Policies, as the case may be. Notwithstanding the foregoing, in the event of a completed Partial Release, upon Xxxxxxxx’s written request, Xxxxxx shall recalculate the monthly deposit required pursuant to (B) above taking into account the Individual Properties securing the Loan following such completed Partial Release and the Taxes and Other Charges that Lender reasonably estimates will be payable during the next ensuing twelve (12) months with respect to such Individual Properties. (b) Notwithstanding the foregoingforegoing or anything to the contrary in this Agreement, Lender shall waive the requirement set forth herein for Borrower shall not be required to make any deposits for the payment of Insurance Premiums for an Individual Property into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as: (i) Borrower shall maintain a maintains blanket policies of insurance policy in respect accordance with Section 6.1 hereof, unless Lender elects to apply such provisions following (1) the issuance by any insurer or its agent of the Properties that any notice of cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof, (2) any cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof whether or not any notice is issued, (3) Lender having not received from Borrower evidence of insurance coverages as required by and in accordance with the provisions terms of Section 6.1(a6.1 hereof, or (4) the occurrence of any Event of Default; or 102 0123905.0782082 4863-1270-3898v11 (ii) all of the following conditions remain satisfied: (i) no Event of Default has occurred and otherwise satisfactory is continuing, (ii) such Individual Property is leased to a single Tenant, (iii) the Tenant at such Individual Property is required pursuant to the applicable Lease to maintain, and is in fact maintaining, insurance for the Individual Property that complies with the requirements set forth in Section 6.1 hereof, (iv) Borrower provides to Lender satisfactory evidence on an ongoing basis that all Insurance Premiums with regard to the insurance required to be maintained pursuant to this Agreement have been paid for the relevant period with respect to such Individual Property no later than thirty (30) days prior to the expiration date of such insurance, (v) the Lease at such Individual Property is in all material respectsfull force and effect and there is no default thereunder and (vi) no Cash Sweep Period is in effect. If any condition in the preceding sentence has not been satisfied, Borrower shall be required to commence making monthly deposits with respect solely to the applicable Individual Property for Insurance Premiums in accordance with the first sentence of this Section 7.2. (c) Any amount remaining Notwithstanding the foregoing or anything to the contrary in this Agreement, Lender shall waive the requirement set forth herein for Borrower to make deposits for the payment of Taxes and Other Charges for an Individual Property into the Tax and Insurance Escrow Fund following so long as (i) no Event of Default has occurred and is continuing, (ii) such Individual Property is leased to a single Tenant, (iii) the occurrence Tenant at such Individual Property occupies one or more entire tax parcel(s) and is required pursuant to the applicable Lease to pay all Taxes and Other Charges due with respect to the Individual Property directly to the applicable taxing authorities and actually does pay such Taxes and Other Charges directly, (iv) Borrower provides to Lender satisfactory evidence on an ongoing basis of a Trigger Event Cure payment of Taxes and Other Charges with respect to such Individual Property prior to the date such Taxes and Other Charges become delinquent, (v) the Lease at such Individual Property is in full force and effect and there is no default thereunder and (vi) no Cash Sweep Period is in effect. If any condition in the preceding sentence has not been satisfied, Borrower shall be returned required to Borrower (or Operating Company, as directed by Borrower)commence making monthly deposits with respect solely to the applicable Individual Property for Taxes and Other Charges in accordance with the first sentence of this Section 7.2.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event Borrower shall have occurred and shall not have been cured by a Trigger Event Cure, pay to Lender on each Payment Date during such perioda Trigger Period (other than a Trigger Period caused solely by a Rollover Shortfall Event), Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). The Tax and Insurance Escrow Fund and the Monthly Debt Service Payment Amount, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (Borrower and for so long as) a Trigger Event Baltimore Owner shall have occurred and shall not have been cured by a Trigger Event Cure, deposit with Lender on each Payment Date during such periodDate, Borrower shall pay to Lender in cash or cash equivalent (or Servicerincluding a Letter of Credit), as directed by Lender) an amount equal to (i) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (ii) at the option of Lender, if the liability or casualty Policy maintained by Borrower and Baltimore Owner covering the Properties shall not constitute a blanket of Policy, one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called such amounts, together with the proceeds of any Letter of Credit delivered pursuant to this Section 7.2, collectively, the “Tax and Insurance Escrow Fund”). The Tax and Insurance Escrow Fund and the payment of the monthly Debt Service, shall be added together and shall be paid as an aggregate sum by Borrower and Baltimore Owner to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower and Baltimore Owner pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgages. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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 thereofthereof provided, however, Borrower and Baltimore Owner shall have the right to contest the same in good faith and in accordance with the provisions of the Loan Documents. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred Lender shall, at Borrower’s and be continuingBaltimore Owner’s option, then Lender shall return any excess to Borrower (and Baltimore Owner or credit such excess against future payments to Operating Company, if so directed by Borrower)be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower and Baltimore Owner. Any amount remaining in the Tax Insurance Escrow Fund allocable to an Individual Property being released in accordance with the provisions hereof shall be returned to the Individual Borrower or Baltimore Owner whose Individual Property is being released. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not not, or will not be be, sufficient to pay Taxes and Insurance Premiums by the dates set forth in (i) and (ii) abovethe first sentence of this Section 7.2, Lender shall notify Borrower and Baltimore Owner of such determination and Borrower and Baltimore Owner shall increase its monthly payments to Lender (or deliver a Letter of Credit in the amount of such increase) by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding In addition and as a modification of the foregoingprovisions set forth above in this Section 7.2, Borrower Lender acknowledges and agrees that the deposits to Tax and Insurance Escrow Fund for each of the Minority Properties shall not be required segregated and separated from the deposits to make any deposits into Tax and Insurance Escrow Fund for all other Properties and disbursements from the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect each of the Minority Interest Properties that is in accordance with shall only be made from the provisions of Section 6.1(a) segregated deposits for such Minority Interest Property and otherwise satisfactory to Lender in all material respectsused only for such Minority Interest Property. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty ten (3010) days prior to their respective due dates, and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above being hereinafter called referred to as the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 SECTION 5.1 hereof and under the Mortgage Loan AgreementMortgages. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 SECTION 5.1 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty ten (3010) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. On the Closing Date, Borrower deposited with Lender $950,000.00 on account of Taxes coming due after the Closing Date and through the Initial Maturity Date and $0.00 on account of Insurance Premiums coming due after the Closing Date and through the Initial Maturity Date. Additionally, additional amounts may be deposited with Lender from time to time (a) If pursuant to Section 2.7.1(f) and/or Section 2.7.2(f) hereof, and/or (and for b) pursuant to the last sentence of this Section 7.1. All amounts so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (i) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate deposited with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth of the Insurance Premiums that Lender estimates will shall hereinafter be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called the “Tax and Insurance Escrow Fund” and the account in which such amounts are held shall hereinafter be called the “Tax and Insurance Escrow Account”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If To the extent sufficient amounts have been deposited into the Tax and Insurance Fund with Lender in compliance with this Section 7.1, it shall not be an Event of Default if the Insurance Premiums and/or the Taxes are not paid due to Lender’s failure to apply such amounts to the payment of the Insurance Premiums and the Taxes on the respective dates on which each are due provided that Borrower has not impeded Lender’s attempt to pay such Insurance Premiums or Taxes. Any amount of remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall exceed the amounts due for Taxes and Insurance Premiums pursuant be returned to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay any Taxes and and/or Insurance Premiums by not later than fifteen (15) days prior to the dates set forth in (i) and (ii) aboveapplicable due date thereof, Lender shall notify Borrower in writing of such determination and Borrower shall increase its monthly payments deliver to Lender Lender, within three (3) Business Days after such notification by Lender, the amount that of such insufficiency as reasonably estimated by Lender, which amount Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits deposit into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and shall thereafter constitute a part thereof for so long as) Borrower shall maintain a blanket insurance policy in respect of all purposes under this Agreement and the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectsother Loan Documents. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on the eleventh day of each calendar month (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months with respect to each of the Individual Properties in order to accumulate with Lender sufficient funds to pay all such those Taxes at least thirty (30) 30 days prior to their respective due dates, and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) 30 days prior to the expiration of the Policies (said those amounts in (ia) and (iib) above hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Provided that there shall not exist any Event of Default, Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan this Agreement. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbill, statement xxatement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofthis Agreement, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit that excess against future payments to Operating Company, if so directed by Borrower)be made to the Tax and Insurance Escrow Fund. In allocating such that excess, Lender may deal with the Person person shown on the records of Lender to be the owner of the Propertieseach Individual Property affected thereby. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in (ia) and (iib) above, Lender shall notify Borrower of such that determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) 30 days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing. If Lender so elects at any time, Borrower shall provide, at Borrower's expense, a tax service contract for the Term issued by a tax reporting agency acceptable to Lender. If Lender does not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) elect, Borrower shall maintain a blanket insurance policy in respect reimburse Lender for the cost of making annual tax searches throughout the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectsTerm. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender reasonably estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender in the Tax and Insurance Escrow Fund sufficient funds to pay all such Taxes at least thirty ten (3010) days Business Days prior to their respective due dates, and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty ten (3010) days Business Days prior to the expiration of the Policies (said amounts in subclauses (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). The Tax and Insurance Escrow Fund and the Monthly Debt Service Payment Amount shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgages. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event then after each release of Default shall have occurred and be continuingan Individual Property or a Partial Release Parcel pursuant to Section 2.5.1 or Section 2.5.4 hereof, then as applicable, Lender shall return reassess the amount necessary to be deposited in the Tax and Insurance Escrow Fund for the succeeding period, which calculation shall take into account any such excess amounts remaining in the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in subclauses (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding anything to the foregoingcontrary contained herein, Borrower shall not be required to make any deposits payments into the Tax and Insurance Escrow Fund on account of Insurance Premiums shall be subject to adjustment, if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of any, pursuant to the Properties that is in accordance with the provisions last paragraph of Section 6.1(a) and otherwise satisfactory to Lender in all material respects2.5.1 hereof. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding anything to the foregoingcontrary hereinbefore contained, Lender shall waive the requirement set forth herein for Borrower shall not be required to make any deposits for the payment of Insurance Premiums into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for Account so long asas (a) no Event of Default has occurred, and (b) Borrower shall maintain have provided Lender with satisfactory evidence (as determined by Lender) that the Property is insured in accordance with Section 6.1 of this Agreement pursuant to a blanket insurance policy in respect of Policy covering substantially all real property owned directly or indirectly by Guarantor, including, without limitation, the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectsProperty. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due delinquency dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due delinquency date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. Borrower shall cause to be deposited in a subaccount under the terms of the Custody Agreement (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such periodDate, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (i) one-twelfth (1/12) of the Taxes that Lender reasonably estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies and (b) on the Closing Date, an amount which, when combined with the monthly deposits described in (a) above, shall be sufficient to pay the next installment of Taxes and the next required payment of Insurance Premiums on the due date therefor (said amounts in (ia) and (iib) above hereinafter called the “"Tax and Insurance Escrow Fund”"). The Tax and Insurance Escrow Fund, and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall apply will permit the Tax and Insurance Escrow Fund to be applied to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 5.1 hereof or to reimburse Borrower for such amounts upon presentation of evidence of payment and under the Mortgage Loan Agreementan Officer's Certificate in form and substance satisfactory to Lender; subject, however, to Borrower's right to contest Taxes in accordance with Section 5.1(b) hereof. In making authorizing any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbill, statement or estimate procured from the appropriate public publxx office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax, assessmentxxxxssment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If Simultaneously with the execution hereof, Mortgagor shall deposit with Mortgagee the amount, as determined by Mortgagee, which, when added to the monthly payments subsequently required to be deposited with Mortgagee hereunder on account of Taxes and Insurance Premiums, will result in there being on deposit with Mortgagee an amount sufficient to pay the next due installment of Taxes on the Mortgaged Property at least thirty (and for so long as30) a Trigger Event days prior to the due date thereof and, subject to the terms of Section 5(b) below, the next due annual Insurance Premiums with respect to the Mortgaged Property at least thirty (30) days prior to the due date thereof. In addition, Mortgagor shall have occurred and shall not have been cured by a Trigger Event Cure, pay to Mortgagee on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lenderdefined in the Note) an amount equal to (ia) one-twelfth of the Taxes that Lender Mortgagee estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender Mortgagee sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and and, subject to the terms of Section 5(b) below, (iib) one-twelfth of the Insurance Premiums that Lender Mortgagee estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender Mortgagee sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said initial deposit, together with the amounts in clauses (ia) and (iib) above above, being hereinafter called the “"Tax and Insurance Escrow Fund”"). Lender shall Mortgagee will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower Mortgagor pursuant to Section 5.1.2 hereof Paragraphs 2 and under the Mortgage Loan Agreement4 hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender Mortgagee may do so according to any xxxxbill, statement or estimate procured from the appropriate public office offxxx (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax, assessmentassessmxxx, sale, forfeiture, tax lien or title or claim thereof. If at any time Mortgagee determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay the items set forth in clauses (a) and (b) above, Mortgagee shall notify Mortgagor of such determination and Mortgagor shall increase its monthly payments to Mortgagee by the amount that Mortgagee estimates is sufficient to make up the deficiency at least thirty (30) days prior to delinquency of the Taxes and/or expiration of the Policies, as the case may be. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 Paragraphs 2 and 4 hereof, provided no Event of Default Mortgagee shall have occurred and be continuing, then Lender shall return any credit such excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender against future payments to be the owner of the Properties. If at any time Lender reasonably determines that made to the Tax and Insurance Escrow Fund is not or will not Fund, and all excess amounts remaining when the Debt has been satisfied shall be sufficient returned to pay Taxes and Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may beMortgagor. (b) Notwithstanding the foregoingprovisions of Paragraph 5(a) to the contrary, Borrower provided and on condition that each and all of the Insurance Conditions Precedent (as defined herein) are satisfied and remain satisfied at all times, Mortgagor shall not be required to make any deposits into fund the Tax and Insurance Escrow Fund on account of with respect to Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect only as provided herein. If at any time any or all of the Properties that is in accordance with the provisions of Section 6.1(a) Insurance Conditions Precedent are no longer met, Mortgagor shall immediately begin and otherwise satisfactory shall continue to Lender in all material respects. (c) Any amount remaining in fund the Tax and Insurance Escrow Fund fund as provided herein. The "Insurance Conditions Precedent" shall mean the following the occurrence conditions precedent: (i) no Event of a Trigger Event Cure Default exists, (ii) FB Distro, Inc., an Indiana corporation ("FB Distro") shall be returned to Borrower maintaining the insurance in respect of the Mortgaged Property in accordance with that certain lease, dated as of September 28, 2004, (or Operating Companythe "FB Distro Lease") by and between FB Distro, as directed tenant and Mortgagor, as landlord and paying Insurance Premiums directly to the respective insurer or agent, (iii) the FB Distro Lease shall be in full force and effect and neither landlord nor tenant thereunder shall be in default of any of its obligations, (iv) FB Distro shall be and shall remain obligated under the FB Distro Lease to pay Insurance Premiums and maintain insurance in respect of the Mortgaged Property as currently set forth in the FB Distro Lease, and (v) the senior unsecured debt rating of Charming Shoppes, Inc. ("Charming") shall be and remain at least "B" by Borrower).Standard & Poor's ratings Services, a division of the McGraw-Hill Companies, Inc.

Tax and Insurance Escrow Fund. On the Closing Date, Mortgagor shall make an initial deposit to the Tax and Insurance Escrow Fund, as hereinafter defined, in an amount which, when added to the monthly amounts to be deposited as specified below, will be sufficient in the estimation of Mortgagee to satisfy the next due taxes, assessments, insurance premiums and other similar charges, one month prior to their respective due dates. Beginning on the date the first constant monthly payment is due under the Note, and on the first day of each calendar month thereafter, Mortgagor shall, at the option of Mortgagee or its designee (including the servicer of the Debt), pay to Mortgagee (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (i) one-twelfth of an amount which would be sufficient to pay the Taxes that Lender estimates will payable, or estimated by Mortgagee to be payable payable, during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due datesmonths, and (iib) one-twelfth of an amount which would be sufficient to pay the Insurance Premiums that Lender estimates will be payable due for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “"Tax and Insurance Escrow Fund”"); provided, that notwithstanding the foregoing, the amount referred to in the preceding clause (a) shall be adjusted downward to reflect any Taxes which Wal-Mart Stores Inc. as tenant pays directly to the applicable governmental authority. Lender Mortgagee may, in its sole discretion, retain a third party tax consultant to obtain tax certificates or other evidence or estimates of tax due or to become due or to verify the payment of taxes and Mortgagor will promptly reimburse Mortgagee for the reasonable cost of retaining any such third parties or obtaining such certificates. Any unpaid reimbursements for the aforesaid shall be added to the Debt. The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Mortgagor to Mortgagee. Mortgagor hereby pledges to Mortgagee any and all monies now or hereafter deposited in the Tax and Insurance Escrow Fund as additional security for the payment of the Debt. Mortgagee will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower Mortgagor pursuant to Section 5.1.2 hereof Sections 3 and under the Mortgage Loan Agreement4 hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender Mortgagee may do so according to any xxxxbill, statement or estimate exxxxate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbill, statement or estimate exxxxate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 Sections 3 and 4 hereof, provided no Event of Default Mortgagee shall have occurred credit such excess against future payments to be made to the Tax and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower)Insurance Escrow Fund. In allocating such excess, Lender Mortgagee may deal with the Person person shown on the records of Lender Mortgagee to be the owner of the PropertiesMortgaged Property. If at any time Lender reasonably Mortgagee determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in (ia) and (iib) above, Lender Mortgagee shall notify Borrower Mortgagor of such determination and Borrower Mortgagor shall increase its monthly payments to Lender Mortgagee by the amount that Lender Mortgagee estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding . Upon the foregoingoccurrence of an Event of Default, Borrower shall not be required Mortgagee may apply any sums then present in the Escrow Fund to make the payment of the following items in any deposits into order in its sole discretion. Until expended or applied as above provided, any amounts in the Tax and Insurance Escrow Fund shall constitute additional security for the Debt. The Tax and Insurance Escrow Fund shall not constitute a trust fund and may only be commingled with other monies held by Mortgagee as collateral for the Debt (or, in the event of a Secondary Market Transaction, such transaction). Unless otherwise required by applicable law, no earnings or interest on account the Tax and Insurance Escrow Fund shall be payable to Mortgagor even if the Mortgagee or its servicer is paid a fee and/or receives interest or other income in connection with the deposit or placement of Insurance Premiums if such fund (and for so long as) Borrower in which event such income shall maintain a blanket insurance policy in respect be reported under Mortgagee's or its servicer's tax identification number, as applicable). Upon payment of the Properties that is in accordance with Debt and performance by Mortgagor of all its obligations under this Mortgage and the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount other Loan Documents, any amounts remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned refunded to Borrower (or Operating Company, as directed by Borrower)Mortgagor.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Each Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Companybe made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender's option be held in an Eligible Account at an Eligible Institution. Any interest earned on said account shall accrue in said account for the benefit of Borrower, if so directed by but shall remain in and constitute part of the Tax and Insurance Escrow Fund, and shall be disbursed in accordance with the terms hereof. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. 63 Notwithstanding anything to the contrary hereinbefore contained, in the event that Borrower provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured in accordance with Section 6.1 of this Agreement and (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Agreement, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of a Trigger Event Cure shall be returned to Borrower (Insurance Premiums if at any time the Property is not insured in accordance with Section 6.1 of this Agreement or Operating Company, as directed by Borrower)Taxes are not paid in accordance with the requirements of this Agreement.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth (1/12) of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (iib) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above are hereinafter called the “Tax and Insurance Escrow Fund”). The Tax and Insurance Escrow Fund and the Monthly Debt Service Payment Amount, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior or Insurance Premiums. Notwithstanding anything to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoingcontrary contained herein, Borrower shall not be required to make any monthly deposits into with respect to the Tax and Insurance Escrow Fund on account provided that: (i) no Event of Default has occurred, (ii) Borrower pays all Taxes prior to delinquency and Insurance Premiums if as the same become due and payable and delivers to Lender evidence of such payment pursuant to Section 5.1.2 hereof, and (iii) with respect to Taxes, Borrower causes Behringer Harvard REIT I, Inc. to deliver a guaranty in form and for so long as) substance acceptable to Lender with respect to the timely payment of Taxes or Borrower shall maintain a blanket insurance policy in respect has deposited with Lender an amount equal to one-half of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectsannual Taxes. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on the first day of each calendar month: (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of an amount which would be sufficient to pay the Taxes that payable, or estimated by Lender estimates will to be payable payable, during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, 12 months; and (iib) one-twelfth of an amount which would be sufficient to pay the Insurance Premiums that Lender estimates will be payable due for the renewal of the coverage afforded by the Policies upon the expiration thereof (the amounts described in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty clauses (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called above, collectively, the “"Tax and Insurance Escrow Fund”"); provided, however, that if Borrower insures any portion of the Mortgaged Property under a blanket policy of insurance, then the escrow for the Insurance Premiums shall be calculated only upon the portion of such premiums which cover the Mortgaged Property. The Tax and Insurance Escrow Fund and the monthly installments of principal and interest payable under the Note shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Borrower hereby pledges to Lender any and all monies now or hereafter deposited in the Tax and Insurance Escrow Fund as additional security for the payment of the Debt. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof Sections 4 and under the Mortgage Loan Agreement. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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 thereof5 hereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 Sections 4 and 5 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in clauses (ia) and (iib) above, Borrower shall promptly pay to Lender, upon demand, an amount which Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is reasonably estimate as sufficient to make up the deficiency at least thirty (30) days prior to deficiency. Upon the due date occurrence and during the continuance of the Taxes and/or thirty (30) days prior to expiration an Event of the PoliciesDefault, as the case Lender may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make apply any deposits into sums then comprising the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect to the payment of the Properties that is Debt in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender any order in all material respects. (c) Any amount remaining its sole discretion. Until expended or applied as above provided, any amounts in the Tax and Insurance Escrow Fund following shall constitute additional security for the occurrence of Debt. To the extent permitted by applicable law, the Tax and Insurance Escrow Fund shall not constitute a Trigger Event Cure trust fund and may be commingled with other monies held by Lender. The Tax and Insurance Escrow Fund shall be returned held in an interest-bearing account and all interest thereon shall accrue for Borrower's benefit. Funds on deposit with Lender will be invested, subject to and in accordance with Lender's customary investment practices, to obtain for Borrower (or Operating Companythe highest rate of return, as directed by Borrower)given the amounts available for investment and timing requirements for access to such funds. Borrower shall receive quarterly statements of interest earned on the Tax and Insurance Escrow Fund.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.1.2 and 6.1 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section Sections 5.1.2 and 6.1 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. . Notwithstanding anything to the contrary hereinbefore contained, Lender shall waive the requirement set forth herein for Borrower to make deposits for the payment of Insurance Premiums into the Tax and Insurance Escrow Fund so long as (a) no Event of Default has occurred and is continuing, and (b) Notwithstanding Borrower shall have provided Lender with satisfactory evidence (as determined by Lender) that each Individual Property is insured in accordance with Section 6.1 of this Agreement pursuant to a blanket insurance Policy covering substantially all real property owned directly or indirectly by Guarantor, including, without limitation, the Properties. Further notwithstanding the foregoing, if a Tenant occupies an entire single tax parcel and is required pursuant to its Lease to pay Taxes directly to the taxing authority, Lender shall waive the requirement for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for Taxes with respect to such Tenant’s tax parcel for so long asas no Event of Default shall exist, at least 55% of all scheduled Rents from the Properties on an aggregate basis are from Tenants that maintain (or from Tenants whose Lease is guaranteed by a guarantor that maintains) a credit rating issued by S&P (or another Rating Agency) of BBB- or better (and no rating of less than BBB- or the equivalent issued by any Rating Agency), and Borrower shall maintain timely provides to Lender satisfactory evidence of payment of Taxes as required pursuant to this Agreement. Further notwithstanding the foregoing, if the applicable Tenant pays the premium for all or a blanket insurance policy in respect portion of the Properties that is in accordance with insurance required hereunder directly to the provisions of Section 6.1(a) and otherwise satisfactory applicable insurer, Lender shall waive the requirement for Borrower to Lender in all material respects. (c) Any amount remaining in make deposits into the Tax and Insurance Escrow Fund following for the occurrence applicable Insurance Premiums relating to such Individual Property and paid by the applicable Tenant for so long as no Event of a Trigger Event Cure Default shall be returned to Borrower exist, at least 55% of all scheduled Rents from the Properties on an aggregate basis are from Tenants that maintain (or Operating Companyfrom Tenants whose Lease is guaranteed by a guarantor that maintains) a credit rating issued by S&P (or another Rating Agency) of BBB- or better (and no rating of less than BBB- or the equivalent issued by any Rating Agency), and Borrower timely provides to Lender satisfactory evidence of all required insurance as directed by Borrower)required pursuant to this Agreement.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed be made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender's option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall be held in said account and credited toward future deposits to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. Notwithstanding anything to the contrary hereinbefore contained, in the event that Borrower provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured under a "blanket" policy which is acceptable to Lender and which otherwise satisfies the requirements of this Agreement and (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Agreement, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required to make any 57 deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (due on such "blanket" policy of insurance and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of Insurance Premiums if at any time the Property is not insured under a Trigger Event Cure shall be returned to Borrower ("blanket" insurance policy which satisfies the requirements of this Agreement or Operating Company, as directed by Borrower)Taxes are not paid in accordance with the requirements of this Agreement.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (i) one-on the date hereof an initial deposit in the amount of $682,636.85 and (ii) on each Payment Date thereafter (a) one twelfth (1/12th) of the Taxes that Lender estimates will be payable with respect to each Project during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (iib) one-one twelfth (1/12th) of the Insurance Premiums insurance premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies policies of insurance required pursuant to Article 3 hereof upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums insurance premiums at least thirty (30) days prior to the expiration of the Policies such policies of insurance (said amounts in (i) and (ii) above hereinafter called the “Tax and Insurance Escrow Fund”). Provided no Event of Default exists, Lender shall will apply funds in the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums insurance premiums required to be made by Borrower pursuant to Section 5.1.2 hereof the terms and under conditions of this Agreement and the Mortgage Loan AgreementMortgage. Borrower shall be responsible for ensuring the receipt by Xxxxxx, at least thirty (30) days prior to the respective due date for payment thereof, of all bills, invoices and statements for all Taxes and insurance premiums to be paid from the Tax and Insurance Escrow Fund, and so long as no Event of Default exists, Lender shall pay the governmental authority or other party entitled thereto directly to the extent funds are available for such purpose in the Tax and Insurance Escrow Fund. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbill, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiumsinsurance premiums), without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien Lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofinsurance premiums, provided Lender shall, in its sole discretion and only while no Event of Default shall have occurred and be continuingexists, then Lender shall return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Obligations have been satisfied in full shall be returned to Borrower). In allocating such excess, Lender Xxxxxx may deal with the Person shown on the records of Lender Xxxxxx to be the owner of the PropertiesProject. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums insurance premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policiesapplicable insurance policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed be made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender's option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall be held in said account and credited toward future deposits to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. Notwithstanding anything to the contrary hereinbefore contained, in the event that Borrower provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured under a "blanket" policy which is acceptable to Lender and which otherwise satisfies the requirements of this Agreement and (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Agreement, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (due on such "blanket" policy of insurance and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of Insurance Premiums if at any time the Property is not insured under a Trigger Event Cure shall be returned to Borrower ("blanket" insurance policy which satisfies the requirements of this Agreement or Operating Company, as directed by Borrower)Taxes are not paid in accordance with the requirements of this Agreement.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (iib) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “"Tax and Insurance Escrow Fund”"). The Tax and Insurance Escrow Fund and the Monthly Debt Service Payment Amount, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.1.2 and 6.1 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section Sections 5.1.2 and 6.1 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of Tax and Insurance Escrow Fund. Any amount remaining in the PropertiesTax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).and

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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 56 thereof, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Companybe made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender's option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall be held in said account and credited toward future deposits to the Tax and Insurance Escrow Fund, if so directed by Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. Notwithstanding anything to the contrary hereinbefore contained, in the event that Borrower provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured under a "blanket" policy which is acceptable to Lender and which otherwise satisfies the requirements of this Agreement and (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Agreement, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (due on such "blanket" policy of insurance and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of Insurance Premiums if at any time the Property is not insured under a Trigger Event Cure shall be returned to Borrower ("blanket" insurance policy which satisfies the requirements of this Agreement or Operating Company, as directed by Borrower)Taxes are not paid in accordance with the requirements of this Agreement.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due delinquency dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementSecurity Instrument. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due delinquency date of the Taxes and/or and Other Charges or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. For so long as the Property is not subject to the MGM/Mandalay Lease, the following provisions shall apply: (a) If (and for so long as) a Trigger Event Borrower shall have occurred and shall not have been cured by a Trigger Event Cure, pay to Lender on each Payment Date during such perioda Cash Trap Period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (i) one-one twelfth (1/12) of the Taxes that Lender reasonably estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes Taxes, at least thirty (30) days prior to their respective due dates, and (ii) one-one twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called the “Tax and Insurance Escrow Fund”); provided that, to the extent Taxes and/or Insurance Premiums for any Individual Property are reserved for in a Manager Account maintained by (x) a Brand Manager pursuant to a Brand Management Agreement or are previously paid for by a Brand Manager pursuant to a Brand Management Agreement or (y) a Casino Operator pursuant to a Casino Management Agreement or are previously paid for by a Casino Operator pursuant to a Casino Management Agreement and Borrower delivers to Lender the invoices or other evidence of payment or that a Brand Manager or Casino Operator is holding such funds required under Section 5.1.2 and Section 6.1 hereof, the required deposit to the Tax and Insurance Escrow Fund hereunder with respect to such Individual Property will be reduced on a dollar for dollar basis by such amount. The account in which the Tax and Insurance Escrow Funds are held shall hereinafter be referred to as the “Tax and Insurance Reserve Account”. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbill, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. Provided that sufficient amounts are on deposit in the Tax and Insurance Escrow Fund and Borrower continues to be an Affiliate of XXXXX, MGP or a Public Vehicle, Lender (or Servicer) shall within five (5) Business Days after receipt of Borrower’s written request, disburse funds from the Tax and Insurance Escrow Fund to Borrower to timely pay all Taxes payable by Borrower, or to reimburse Borrower for Taxes actually paid by Borrower so long Borrower’s written request is submitted prior to Lender (or Servicer) having already paid such Taxes. Any such request for disbursement shall include an Officer’s Certificate setting forth the tax payments and jurisdictions in which such payments will be made by such disbursement. Upon the written request of Xxxxxx, Borrower shall deliver to Lender receipts for payment or other evidence reasonably satisfactory to Lender that such Taxes have been paid. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify provide written notice to Borrower of such determination and Borrower shall shall, commencing with the first Payment Date following Borrower’s receipt of such written notice, increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Insurance Premiums and/or thirty (30) days prior to expiration of the Policies, as the case may be. Any amounts remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be promptly returned to Borrower. In the event an Individual Property is released in accordance with the terms and provisions of this Agreement, (x) provided that no Event of Default has occurred and is continuing, Lender shall deposit into the Cash Management Account any amounts then held in the Tax and Insurance Escrow Fund and allocated to such Release Property, to be disbursed in accordance with the Cash Management Agreement and (y) effective upon the Payment Date immediately following the date of such release, Lender shall reduce the monthly deposit for Taxes by an amount equal to the Taxes attributable to such Release Property. (b) Notwithstanding anything herein to the foregoingcontrary, provided that no Event of Default has occurred and is continuing, to the extent that any of the insurance required to be maintained by Borrower under this Agreement and/or any other Loan Document is effected under a blanket policy reasonably acceptable to Lender (which blanket policy may also insure other real property owned directly or indirectly by Guarantor), Borrower shall not be required to make any deposits into pursuant to the Tax and foregoing with respect to Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectsPremiums. (c) Any amount remaining Upon the occurrence of a Cash Trap Event Cure, and provided that a Cash Trap Period is not in effect, amounts in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure Reserve Account shall be returned deposited into the Cash Management Account to Borrower (or Operating Company, as directed by Borrower)be disbursed in accordance with the Cash Management Agreement.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12th) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12th) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, and (iii) one-twelfth (1/12th) of the rent due under the Ground Lease (the “Ground Rent”) that Lender reasonably determines will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Ground Rent at least thirty (30) days prior to its due date (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Provided no Event of Default exists, Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes Taxes, Ground Rent and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementSecurity Instrument. Borrower shall be responsible for ensuring the receipt by Lender, at least thirty (30) days prior to the respective due date for payment thereof, of all bills, invoices and statements for all Taxes and Other Charges and/or Ground Rent and Insurance Premiums to be paid from the Tax and Insurance Escrow Fund, and so long as no Event of Default has occurred, Lender shall pay the Governmental Authority or other party entitled thereto directly to the extent funds are available for such purpose in the Tax and Insurance Escrow Fund. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) ), Ground Lessor (with respect to Ground Rent), or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien Lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges, Ground Rent and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or Ground Rent and/or thirty (30) days prior to expiration of the Policies, as the case may be. . Notwithstanding anything to the contrary contained herein, provided that (a) no Event of Default has occurred and is continuing, (b) Notwithstanding Borrower delivers proof reasonably satisfactory to Lender that all Insurance Premiums for the foregoingpolicies of insurance required to be maintained pursuant to this Agreement have been paid in full no later than the date upon which such sums are due and payable, that all Ground Rent has been paid in full no later than the date upon which such sums are due and payable, and that all Taxes and Other Charges have been paid on or prior to the date upon which such Taxes and Other Charges are due and payable, and (c) no Transfer that is not permitted in this Agreement has occurred, Borrower shall not be required to make any deposits into monthly payments for the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectsFund. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)58 Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Companybe made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender's option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall accrue in said account for the benefit of Borrower, if so directed by but shall remain in and constitute part of the Tax and Insurance Escrow Fund, and shall be disbursed in accordance with the terms hereof. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. Notwithstanding anything to the contrary hereinbefore contained, in the event that Borrower provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured under a "blanket" policy which is acceptable to Lender and which otherwise satisfies the requirements of this Agreement and (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Agreement, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (due on such "blanket" policy of insurance and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of Insurance Premiums if at any time the Property is not insured under a Trigger Event Cure shall be returned to Borrower ("blanket" insurance policy which satisfies the requirements of this Agreement or Operating Company, as directed by Borrower)Taxes are not paid in accordance with the requirements of this Agreement.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “Tax and Insurance Escrow Fund”). The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Loan Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Companybe made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender’s option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall accrue in said account for the benefit of Borrower, if so directed by but shall remain in and constitute part of the Tax and Insurance Escrow Fund, and shall be disbursed in accordance with the terms hereof. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. Notwithstanding anything to the contrary hereinbefore contained, in the event that Borrower provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured in accordance with Section 6.1 of this Loan Agreement, (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Loan Agreement and (3) so long as no Event of Default exists, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of a Trigger Insurance Premiums if at any time the Property is not insured in accordance with Section 6.1 of this Loan Agreement, Taxes are not paid in accordance with the requirements of this Loan Agreement or an Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower)of Default exists.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or ServicerAdministrative Agent, as directed by Lender) an amount equal to agent for Lenders, on the eleventh day of each calendar month (ia) one-twelfth of the Taxes that Lender Administrative Agent estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender Administrative Agent sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, the date such Taxes will become delinquent (it being agreed that Taxes will be deemed delinquent on or before the date on which penalties or interest begin to accrue thereon) and (iib) one-twelfth of the Insurance Premiums that Lender Administrative Agent estimates will be payable for the renewal of the coverage afforded by the Policies for the succeeding annual period upon the expiration thereof in order to accumulate with Lender Administrative Agent sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in clauses (ia) and (iib) above hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Notes shall be added together and shall be paid as an aggregate sum by Borrower to Administrative Agent. Lender shall Administrative Agent will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 5.1 hereof and under the Mortgage Loan Agreementeach Mortgage, subject to Borrower's right to protest such taxes under Section 5.1(b) hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender Administrative Agent may do so according to any xxxxbill, statement xxatement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbill, statement xxatement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 5.1 hereof, provided no Event Administrative Agent shall, at the sole discretion of Default shall have occurred and be continuingthe Requisite Lenders, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of Tax and Insurance Escrow Fund. Any amount remaining in the PropertiesTax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower. If at any time Lender Administrative Agent reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in clauses (ia) and (iib) above, Lender Administrative Agent shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender Administrative Agent by the amount that Lender Administrative Agent estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (iib) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). The Tax and Insurance Escrow Fund and the Monthly Debt Service Payment Amount, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section Sections 5.1.2 and 6.1 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section Sections 5.1.2 and 6.1 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of Tax and Insurance Escrow Fund. Any amount remaining in the PropertiesTax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding the foregoing, provided no Event of Default shall exist, in the event that Borrower shall not be required provides (1) evidence satisfactory to Lender that the Property is insured in accordance with Section 6.1 of this Agreement, and (2) evidence satisfactory to Lender that the Taxes and Other Charges for the Property have been paid in accordance with the requirements set forth in this Agreement, Lender waives the requirement set forth herein for Borrower to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (and for so long as) payment of Taxes and Other Charges, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of a Trigger Insurance Premiums and/or for payment of Taxes and Other Charges if an Event Cure of Default shall be returned exist, or Borrower fails to Borrower provide to Lender evidence that the Property is insured in accordance with Section 6.1 of this Agreement or that Taxes and Other Charges have been paid in accordance with the requirements of this Agreement, in either case, within ten (or Operating Company, as directed by Borrower)10) days of Lender’s request.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Borrower without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Companybe made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender's option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall accrue in said account for the benefit of Borrower, if so directed by but shall remain in and constitute part of the Tax and Insurance Escrow Fund, and shall be disbursed in accordance with the terms hereof. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. Notwithstanding anything to the contrary hereinbefore contained, in the event that Borrower provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured under a "blanket" policy which is acceptable to Lender and which otherwise satisfies the requirements of this Agreement and (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Agreement, as Lender will waive the case may be. (b) Notwithstanding the foregoing, 58 requirement set forth herein for Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (due on such "blanket" policy of insurance and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of Insurance Premiums if at any time the Property is not insured under a Trigger Event Cure shall be returned to Borrower ("blanket" insurance policy which satisfies the requirements of this Agreement or Operating Company, as directed by Borrower)Taxes are not paid in accordance with the requirements of this Agreement.

Tax and Insurance Escrow Fund. (a) If To the extent Taxes, Other Charges and/or Insurance Premiums are not reserved for in a Manager Account maintained by Manager pursuant to the Management Agreement or previously paid for by Manager pursuant to the Management Agreement (provided, that to the extent so reserved or paid, Borrower delivers to Lender the invoices and for so long asother evidence of payment required under Section 5.1.2 and Section 6.1 hereof in which case the required deposit will be reduced on a dollar-for-dollar basis by such amount) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, . Borrower shall pay to Lender (or Servicer, as directed by Lenderi) on the Closing Date an amount equal to initial deposit and (iii) on each Payment Date thereafter (A) one-twelfth (1/12) of the Taxes Taxes, Other Charges and all amounts due pursuant to the Approved Master Plan and/or the North Beach Property Documents, that Lender reasonably estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes Taxes, all amounts due pursuant to the Approved Master Plan and/or the North Beach Property Documents, and Other Charges at least thirty (30) days prior to their respective due dates, and (iiB) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (i) and (ii) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. Provided that sufficient amounts are on deposit in the Tax and Insurance Escrow Fund, Lender shall upon Borrower’s written request, reimburse Borrower from amounts on deposit in the Tax and Insurance Escrow Fund for all real property Taxes and Other Charges actually paid by Borrower. As a precondition to any such reimbursement, Borrower shall submit to Lender an Officer’s Certificate setting forth the amount of tax payments made and jurisdictions in which such payments were made and upon the written request of Lender receipts for payment or other evidence reasonably satisfactory to Lender that such real, property Taxes and Other Charges have been paid. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (iI) and (iiII) above, Lender shall notify provide written notice to Borrower of such determination and Borrower shall shall, commencing with the first Payment Date following Borrower’s receipt of such written notice, increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) . Any amount remaining in the Tax and Insurance Escrow Fund following after the occurrence of a Trigger Event Cure Debt has been paid in full shall be returned to Borrower. (b) Notwithstanding anything herein to the contrary, provided that no Event of Default has occurred and is continuing, to the extent that any of the insurance required to be maintained by Borrower (or Operating CompanyLessee under this Agreement and/or any other Loan Document is effected under a blanket policy reasonably acceptable to Lender insuring substantially all of the real property owned, as directed directly or indirectly, by Borrower)Guarantor, Borrower shall not be required to make deposits pursuant to the foregoing with respect to Insurance Premiums.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such periodOn the Closing Date, Borrower shall pay make an initial deposit to Lender (or Servicerthe Tax and Insurance Escrow Fund, as directed by Lender) hereinafter defined, in an amount which, when added to the monthly amounts to be deposited as specified below, will be sufficient in the estimation of Grantee to satisfy the next due taxes, assessments, insurance premiums and other similar charges, plus an additional amount equal to two (i2) monthly installments for each. Beginning on the date the first Interest Payment (as defined in the Note) is due under the Note, and on the eleventh day of each calendar month thereafter, Borrower shall, at the option of Grantee or its designee, pay to Grantee (a) one-twelfth of an amount which would be sufficient to pay the Taxes that Lender estimates will payable, or estimated by Grantee to be payable payable, during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due datesmonths, and (iib) one-twelfth of an amount which would be sufficient to pay the Insurance Premiums that Lender estimates will be payable due for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender Grantee may, in its sole discretion, retain a third party tax consultant to obtain tax certificates or other evidence or estimates of tax due or to become due or to verify the payment of taxes and Borrower will promptly reimburse Grantee for the reasonable cost of retaining any such third parties or obtaining such certificates. Any unpaid reimbursements for the aforesaid shall be added to the Debt. The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Grantee. Borrower hereby pledges to Grantee any and all monies now or hereafter deposited in the Tax and Insurance Escrow Fund as additional security for the payment of the Debt. Grantee will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof Sections 3 and under the Mortgage Loan Agreement4 hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender Grantee may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 Sections 3 and 4 hereof, provided no Event of Default Grantee shall have occurred credit such excess against future payments to be made to the Tax and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower)Insurance Escrow Fund. In allocating such excess, Lender Grantee may deal with the Person person shown on the records of Lender Grantee to be the owner of the PropertiesProperty. If at any time Lender reasonably Grantee determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in (ia) and (iib) above, Lender Grantee shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender Grantee by the amount that Lender Grantee estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding . Upon the foregoingoccurrence of an Event of Default, Borrower shall not be required Grantee may apply any sums then present in the Escrow Fund to make the payment of the Debt in any deposits into order in its sole discretion. Until expended or applied as above provided, any amounts in the Tax and Insurance Escrow Fund shall constitute additional security for the Debt. Unless otherwise required by applicable law, the Tax and Insurance Escrow Fund shall not constitute a trust fund and may be commingled with other monies held by Grantee. Unless otherwise required by applicable law, no earnings or interest on account the Tax and Insurance Escrow Fund shall be payable to Borrower even if Grantee or its servicer is paid a fee and/or receives interest or other income in connection with the deposit or placement of Insurance Premiums if such fund (and for so long as) Borrower in which event such income shall maintain a blanket insurance policy in respect be reported under Grantee’s or its servicer’s tax identification number, as applicable). Upon payment of the Properties that is in accordance with Debt and performance by Borrower of all its obligations under this Security Instrument and the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount other Loan Documents, any amounts remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned refunded to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due delinquency dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Provided, however, so long as Borrower maintains blanket policies of insurance in accordance with Section 6.1 hereof, the provisions of this Section with regard to Insurance Premiums shall not be applicable, until and unless Lender elects to apply such provisions following (i) the issuance by any insurer or its agent of any notice of cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof, (ii) any cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof whether or not any notice is issued, (iii) Lender having not received from Borrower evidence of insurance coverages as required by and in accordance with the terms of Section 6.1 hereof, or (iv) the occurrence of any Event of Default or the occurrence of any event which with the giving of notice, the passage of time or both would result in an Event of Default. Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementSecurity Instrument. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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; provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts to which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or and Other Charges or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding anything to the foregoingcontrary hereinbefore contained, Lender shall waive the requirement set forth herein for Borrower shall not be required to make any deposits for the payment of Taxes into the Tax and Insurance Escrow Fund so long as (I) if the Major Tenant Lease is no longer in full force and effect, (a) no Event of Default then exists, (b) the Debt Service Coverage Ratio, based on account the trailing three (3) month period immediately preceding the date of such determination is equal to or greater than 1.50 to 1.00, and (c) Borrower provides to Lender prior to the date on which such Taxes would be delinquent, evidence satisfactory (as determined by Lender) that such Taxes have been paid, or (II) if the Major Tenant Lease remains in full force and effect, (a) no Event of Default then exists, (b) Major Tenant is required under the Major Tenant Lease to pay, and does pay, Taxes directly to the appropriate public office (and Lender, upon written request, receives evidence of such payment), and (c) no event of default (after applicable notice and cure periods) exists under such Major Tenant Lease. For sake of clarity, if the Self-Insurance Requirements are satisfied, Lender shall waive the requirement set forth herein for Borrower to make deposits for the payment of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in into the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower)Fund.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender reasonably estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender reasonably estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Provided, however, so long as Borrower maintains blanket policies of insurance in accordance with Section 6.1 hereof, the provisions of this Section with regard to Insurance Premiums shall not be applicable, until and unless Lender elects to apply such provisions following (i) the issuance by any insurer or its agent of any notice of cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof, (ii) any cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof whether or not any notice is issued, (iii) Lender having not received from Borrower evidence of insurance coverages as required by and in accordance with the terms of Section 6.1 hereof, or (iv) the occurrence of any Event of Default or the occurrence of any event which with the giving of notice, the passage of time or both would result in an Event of Default. Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementSecurity Instrument. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its reasonable discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or and Other Charges or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (iib) one-twelfth of the Insurance Premiums that Lender reasonably estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgages. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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, provided, however, Borrower shall have the right to contest the same in good faith in accordance with the terms and conditions of this Agreement. Provided (x) no Event of Default exists, (y) Borrower has not elected to make the Static Cash Deposit, and (z) the amount on deposit in the Tax and Insurance Escrow Fund is sufficient, then (i) Borrower shall not be liable for any late charges or penalties imposed by any Governmental Authority and/or insurance providers as a result of Lender’s failure to make any payments of Taxes and Insurance Premiums required hereunder, and (ii) Lender shall be responsible for the payment of any such amounts. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 and Section 6.1 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against the next due payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding the foregoing, if Borrower (i) elects upon thirty (30) days written notice to Lender to deposit into the Tax and Insurance Fund the amount reasonably estimated by Lender to be due for Taxes and Insurance Premiums during the immediately succeeding twelve (12) month period (which amount may be reasonably adjusted by Lender from time to time to reflect any increases in the Taxes and Insurance Premiums due in the next twelve (12) month period) (the “Static Cash Deposit”), and (ii) thereafter provides continuing and current evidence reasonably satisfactory to Lender that all Taxes have been paid by Borrower prior to their respective due dates and all Insurance Premiums have been paid by Borrower prior to the expiration of the Policies, then Borrower shall not be required to make any deposits pay to Lender on each Payment Date the amount otherwise required to be deposited into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectsFund. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lendera) an amount equal to (i) one-twelfth a percentage of the Taxes (the “Monthly Tax Deposit”) that Lender estimates will be payable during the next ensuing twelve (12) months in order to ratably accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, delinquency dates and (iib) one-twelfth a percentage of the Insurance Premiums (the “Monthly Insurance Premium Deposit”) that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to ratably accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”), which Tax and Insurance Escrow Fund shall be deposited by Lender into an Account established to hold such fund (the “Tax and Insurance Escrow Account”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof Sections 5.2 and under the Mortgage Loan Agreement7.1(b) hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien Lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 Sections 5.2 and 7.1(b) hereof, provided no Event of Default shall have occurred and be continuingrespectively, then Lender shall return any credit such excess against future payments to Borrower (or be made to Operating Company, if so directed by Borrower)the Tax and Insurance Escrow Fund. In allocating such excess, Lender may deal communicate with the Person shown on the records of Lender to be the owner of the PropertiesProperty. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding the foregoing, Lender agrees to waive the Monthly Tax Deposit and the Monthly Insurance Deposit so long as no Triggering Event has occurred and is continuing. Upon the occurrence of any Triggering Event, the foregoing waiver shall terminate (until the Triggering Event Period terminates) and Borrower shall not be required to make deposit with Lender, within thirty (30) days after the occurrence of any deposits Triggering Event, a lump sum amount into the Tax and Insurance Escrow Fund on account of Fund, which amount, together with future Monthly Tax Deposits and future Monthly Insurance Deposits, shall be sufficient to pay all Taxes prior to delinquency and all Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of when the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectssame next become due. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Provided, however, so long as the Property is included in blanket policies of insurance covering substantially all real property owned directly or indirectly by Guarantor, which is in accordance with Section 6.1 hereof, the provisions of this Section with regard to Insurance Premiums shall not be applicable, until and unless Lender elects to apply such provisions following (i) the issuance by any insurer or its agent of any notice of cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof, (ii) any cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof whether or not any notice is issued, (iii) Lender having not received from Borrower evidence of insurance coverages as required by and in accordance with the terms of Section 6.1 hereof, or (iv) the occurrence of any Event of Default or the occurrence of any event which with the giving of notice, the passage of time or both would result in an Event of Default. Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementSecurity Instrument. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender’s option be held in an Eligible Account at an Eligible Institution. Lender agrees that all interest upon the Tax and Insurance Escrow Fund shall be added to and become a part of the PropertiesTax and Insurance Escrow Fund for the benefit of Borrower. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or and Other Charges or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower Grantor shall pay to Lender (or Servicer, as directed by Lender) Beneficiary on the Closing Date an initial deposit to the Tax and Insurance Escrow Fund in an amount equal which, when added to the monthly amounts to be deposited as specified below, will be sufficient in Beneficiary's estimation, to satisfy the next due Taxes and Other Charges and the next due Insurance Premiums. Grantor shall thereafter pay to Beneficiary monthly on the first (i1st) day of each calendar month: (a) one-twelfth (1/12th) of an amount which would be sufficient to pay the Taxes that Lender estimates will and Other Charges payable, or estimated by Beneficiary to be payable payable, during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, months; and (iib) one-twelfth (1/12th) of an amount which would be sufficient to pay the Insurance Premiums that Lender estimates will be payable due for the renewal of the coverage afforded by the Policies upon the expiration thereof (the amounts described in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty clauses (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called of Section 4 above, collectively, the “"Tax and Insurance Escrow Fund”"). Lender The Tax and Insurance Escrow Fund and the monthly installments of principal and interest payable under the Note shall be added together and shall be paid as an aggregate sum by Grantor to Beneficiary. Grantor hereby pledges to Beneficiary any and all monies now or hereafter deposited in the Tax and Insurance Escrow Fund as additional security for the payment of the Debt. Beneficiary will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower Grantor pursuant to Section 5.1.2 hereof Sections 4 and under the Mortgage Loan Agreement. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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 thereof5 hereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 Sections 4 and 5 hereof, provided no Event of Default shall have occurred and be continuingBeneficiary shall, then Lender shall in its discretion, return any excess to Borrower (Grantor or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in (i) Sections 4 and (ii) 5 above, Lender Grantor shall notify Borrower of such determination and Borrower promptly pay to Beneficiary, upon demand, an amount which Beneficiary shall increase its monthly payments to Lender by the amount that Lender estimates is estimate as sufficient to make up the deficiency at least thirty (30) days prior to deficiency. Upon the due date occurrence of the Taxes and/or thirty (30) days prior to expiration an Event of the PoliciesDefault, as the case Beneficiary may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make apply any deposits into sums then comprising the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect to the payment of the Properties that is Debt in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender any order in all material respects. (c) Any amount remaining its sole discretion. Until expended or applied as above provided, any amounts in the Tax and Insurance Escrow Fund following shall constitute additional security for the occurrence of Debt. To the extent permitted by applicable law, the Tax and Insurance Escrow Fund shall not constitute a Trigger Event Cure trust fund and may be commingled with other monies held by Beneficiary. No earnings or interest on the Tax and Insurance Escrow Fund shall be returned payable to Borrower (Grantor. Notwithstanding anything in this Deed of Trust to the contrary, for so long as all Insurance Premiums, Taxes and Other Charges are being timely paid by Grantor, evidence of which Grantor shall promptly provide to Beneficiary upon request, the provisions of this Section 6 shall not apply; provided, however, the foregoing waiver shall apply solely to Grantor. Upon a transfer or Operating Companysale of the Property in accordance with Section 13 hereof, as directed by Borrower)such transferee or purchaser of the Property shall be required to establish and maintain the Tax and Insurance Escrow Fund in accordance with the terms and conditions of this Section 6.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on the first day of each calendar month: (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of an amount which would be sufficient to pay the Taxes that payable, or estimated by Lender estimates will to be payable payable, during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, 12 months; and (iib) one-twelfth of an amount which would be sufficient to pay the Insurance Premiums that Lender estimates will be payable due for the renewal of the coverage afforded by the Policies upon the expiration thereof (the amounts described in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty clauses (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called above, collectively, the “"Tax and Insurance Escrow Fund”"). The Tax and Insurance Escrow Fund and the monthly installments of principal and interest payable under the Note shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Borrower hereby pledges to Lender shall any and all monies now or hereafter deposited in the Tax and Insurance Escrow Fund as additional security for the payment of the Debt. Lender will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof Sections 4 and under the Mortgage Loan Agreement. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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 thereof5 hereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 Sections 4 and 5 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in clauses (ia) and (iib) above, Borrower shall promptly pay to Lender, upon demand, an amount which Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is reasonably estimate as sufficient to make up the deficiency at least thirty (30) days prior to deficiency. Upon the due date occurrence of the Taxes and/or thirty (30) days prior to expiration an Event of the PoliciesDefault, as the case Lender may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make apply any deposits into sums then comprising the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect to the payment of the Properties that is Debt in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender any order in all material respects. (c) Any amount remaining its sole discretion. Until expended or applied as above provided, any amounts in the Tax and Insurance Escrow Fund following shall constitute additional security for the occurrence Debt. To the extent permitted by applicable law, the Tax and Insurance Escrow Fund shall not constitute a trust fund and may be commingled with other monies held by Lender. All interest actually accruing on the balance from time to time of a Trigger Event Cure the Tax and Insurance Escrow Fund shall be returned added thereto, and shall be deemed for all purposes to Borrower (or Operating Company, as directed by Borrower)be and become a part thereof.

Tax and Insurance Escrow Fund. (a) If (and To the extent not reserved for so long as) in a Trigger Event shall have occurred and shall not have been cured Manager-Held Reserve maintained by a Trigger Event CureNon-Affiliated Manager (provided, on each Payment Date during such periodthat, to the extent so reserved, Borrower delivers to Lender the invoices and other evidence of payment required under Section 5.1.2 hereof), Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into . All interest on the Tax and Insurance Escrow Fund on account shall be added to or become a part thereof and shall be the sole property of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Borrower. Any amount remaining in the Tax and Insurance Escrow Fund following after the occurrence of a Trigger Event Cure Debt has been paid in full shall be returned (A) if any portion of the Senior Mezzanine Loan Debt (other than any contingent liabilities under the Senior Mezzanine Loan Documents) is then outstanding, to Senior Mezzanine Lender, (B) if no portion of the Senior Mezzanine Loan Debt (other than any contingent liabilities under the Senior Mezzanine Loan Documents) is then outstanding, but any portion of the Junior Mezzanine Loan Debt (other than any contingent liabilities under the Junior Mezzanine Loan Documents) is then outstanding, to Junior Mezzanine Lender, or (C) if no portion of the Mezzanine Loan Debt (other than any contingent liabilities under the Mezzanine Loan Documents) is then outstanding, to Borrower. Notwithstanding the foregoing, if and so long as the Property is insured through blanket or umbrella policies of insurance, or insurance policies for the Property maintained by Manager (provided that Manager is a Non-Affiliated Manager), no deposit into the Tax and Insurance Escrow Fund for the Property for Insurance Premiums shall be required, provided Borrower or Manager (or Operating Company, as directed by Borrower)provided that Manager is a Non-Affiliated Manager) provides satisfactory evidence to Lender of the renewal of the Policies prior to expiration pursuant to and in accordance with Article VI hereof.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth (1/12) of the Taxes and Other Charges that Lender reasonably estimates will be payable during the next ensuing twelve (12) months (or such other amount as shall be agreed to by Borrower and Lender) in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (iib) one-twelfth (1/12) of the Insurance Premiums that Lender reasonably estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). The Tax and Insurance Escrow Fund and the Monthly Debt Service Payment Amount, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgages. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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 thereofthereof unless Borrower is contesting the Taxes in accordance with Section 5.1.2 and Borrower has so notified Lender. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner Owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding . In addition to the foregoingamounts required to be deposited pursuant to this Section 7.2, Borrower shall not pay to Lender on each Payment Date one-twelfth of the aggregate annual amount reasonably estimated by Lender to be required to make any deposits payable by the related Individual Borrower and/or Operating Lessee under the Valley River Inn Parking Easement during the next ensuing twelve (12) months which amounts shall be deposited into the Tax and Insurance Escrow Fund on account of in order to accumulate with Lender sufficient funds to pay all such charges prior to the date due. Any Taxes, Other Charges and Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to paid by Lender in all material respects. (c) Any amount remaining in from the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned deemed to be a capital contribution from Borrower (or Operating Company, as directed by to Mortgage Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender reasonably estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Provided, however, so long as Borrower maintains blanket policies of insurance in accordance with Section 6.1 hereof, the provisions of this Section with regard to Insurance Premiums shall not be applicable, until and unless Lender elects to apply such provisions following (i) the issuance by any insurer or its agent of any notice of cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof, (ii) any cancellation, termination, or lapse of any insurance coverage required under Section 6.1 hereof whether or not any notice is issued, (iii) Lender having not received from Borrower evidence of insurance coverages as required by and in accordance with the terms of Section 6.1 hereof, or (iv) the occurrence of any Event of Default. Lender shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementSecurity Instrument and shall make all such payments prior to delinquency. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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, to the extent that on its face, such xxxx, statement or estimate reasonably appears to be valid. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its reasonable discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or and Other Charges or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. Simultaneously with the Initial Advance of the Project Loan, Borrower shall deposit with Lender an amount (athe “Initial Tax and Insurance Escrow Deposit”) If equal to the Taxes, Insurance Premiums and Other Charges that Lender estimates will be payable from and after the Closing Date through and including the date that the Second Tax and Insurance Escrow Deposit is payable, which shall be funded from the Project Loan Advance. At least thirty (30) day prior to the first anniversary of the date hereof, Borrower shall deposit with Lender an amount (the “Second Tax and Insurance Escrow Deposit”) equal to the Taxes, Insurance Premiums and Other Charges that Lender estimates will be payable from and after the first anniversary of the date hereof through and including the last day of the Construction Term. Subject to the terms and conditions of the Project Loan Agreement concerning Advances, the Second Tax and Insurance Escrow Deposit shall be funded from an Advance of like amount under the Project Loan. Simultaneously with the Final Advance, Borrower shall pay to Lender an amount that, when added to the amounts payable under the next sentence, will be sufficient to accumulate with Lender sufficient funds to pay all Taxes and Other Charges payable on the next due date thereof at least thirty (30) days prior to their respective due dates, and to pay all Insurance Premiums that Lender estimates will be payable for so long asthe next renewal of the coverage afforded by the Policies upon the expiration thereof at least thirty (30) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such perioddays prior to the expiration of the Policies. In addition, Borrower shall pay to Lender (or Servicer, as directed by Lendershall cause Lender to advance) an amount equal to on each Payment Date occurring after the Construction Term (ia) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (iib) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). The Tax and Insurance Escrow Fund and the Monthly Debt Service Payment Amount, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of Tax and Insurance Escrow Fund. Any amount remaining in the PropertiesTax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments (or, if such determination is made during the Construction Term, Borrower shall deposit the full amount of such deficiency within 5 days of such notice) to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding the foregoing, Borrower’s obligation to make monthly deposits with Lender for Insurance Premiums shall be suspended for so long as no Event of Default has occurred and is continuing and Borrower provides Lender with written evidence reasonably satisfactory to Lender that all insurance coverages required to be maintained by Borrower pursuant to the terms of this Agreement are being maintained in full force and effect through one or more blanket insurance policies (provided that any such blanket insurance policies provide the same level of coverage which would otherwise be provided by a stand-alone policy). Borrower shall not provide evidence reasonably acceptable to Lender on an annual basis thirty (30) days prior to the expiration of the existing insurance that the insurance has been renewed and will provide notice of cancellation for non-payment. In the event Borrower fails to provide such evidence or an Event of Default occurs, however, Borrower will thereafter be required to make any deposits into the Tax and Insurance Escrow Fund on account of with Lender for Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectsas provided herein. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). The Tax and Insurance Escrow Fund and the Monthly Debt Service Payment Amount, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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 thereofthereof (provided, however, that Lender shall copy Borrower with all such bills, statements, or estimates on which Lender is relying). If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on ----------------------------- each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes Impositions that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes Impositions at least thirty (30) days prior to their respective due dates, and (iib) one-twelfth of the Insurance Premiums premiums that Lender estimates will be payable for the renewal of the coverage afforded insurance policies required to be maintained by Borrower under Section 2.14 of the Policies Indenture upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums insurance premiums at least thirty (30) days prior to the expiration of the Policies such policies (said amounts in (ia) and (iib) above hereinafter called the “"Tax and Insurance Escrow Fund”"). To the extent available, Lender shall ----------------------------- will apply the Tax and Insurance Escrow Fund to payments of Taxes Impositions and Insurance Premiums insurance premiums required to be made by Borrower pursuant to Section 5.1.2 hereof the Indenture on or prior to the date they are due; or to reimburse Borrower for such amounts upon presentation of evidence of payment and under the Mortgage Loan Agreementan Officer's Certificate from Borrower in form and substance satisfactory to Lender. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to TaxesImpositions) or insurer or agent (with respect to Insurance Premiumsinsurance premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Impositions and Insurance Premiums insurance premiums pursuant to Section 5.1.2 hereofthe Indenture, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by Borrower)be made to the Tax and Insurance Escrow Fund. In allocating such excess, Lender may deal with the Person person or entity shown on the records of Lender to be the owner of the PropertiesMortgaged Property. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its the monthly payments to Lender by the amount that Lender reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes Impositions and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (Upon the occurrence and for so long as) during the continuance of a Trigger Lockbox Event shall have occurred and shall not have been cured by a Trigger Event Cureuntil the occurrence of the applicable Lockbox Termination Event, on each Payment Date during such periodif any, Borrower shall pay to Lender Agent (or Servicerby depositing the required funds into the Lockbox Account) on each Payment Date (a) a constant monthly amount that Agent estimates, as directed by Lender) an amount equal to (i) one-twelfth of based on the Taxes that Lender estimates most recent tax xxxx, will be payable during the next ensuing twelve (12) months required in order to accumulate with Lender Agent sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due datesthe imposition of any interest, charges or expenses for the non-payment thereof, and (iib) one-twelfth of a constant monthly amount that Agent estimates, based on the Insurance Premiums that Lender estimates most recent xxxx, will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof required in order to accumulate with Lender Agent sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”)) and the account in which such funds are held shall hereinafter be referred to as Borrower’s “Tax and Insurance Account.” Notwithstanding the foregoing, if the Project insurance is part of a blanket policy reasonably acceptable to Agent, then so long as no Event of Default exists, no deposits into the Tax and Insurance Escrow Fund shall be required on account of insurance premiums. Lender The Tax and Insurance Escrow Fund, payable pursuant to this Agreement and the Notes, shall be paid by Borrower to Agent on each Payment Date. Agent shall apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 14.1 and Section 14.2 hereof and under the Mortgage Loan AgreementMortgage, subject to Borrower’s right to contest Taxes in accordance with Section 14.2. In making any payment relating to the Tax and Insurance Escrow Fund, Lender Agent may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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, subject to Borrower’s right to contest in accordance with Section 14.2. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof14.1 or Section 14.2, provided no Event of Default as applicable, such excess shall have occurred and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender credited against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender Agent reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender Agent shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender Agent by the amount that Lender Agent reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding anything to the foregoingcontrary contained herein, Borrower it is the intention of the parties that Agent shall not be required pay Taxes for any tax parcel with respect to make which an Tenant is responsible for direct payment and makes such payment. Accordingly, prior to the payment of any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Taxes, Agent shall provide Borrower shall maintain with a blanket insurance policy in respect list of the Properties parcels for which Agent proposes to pay Taxes, and (y) if Borrower does not notify Agent in writing within five (5) Business Days thereafter that an Tenant is in accordance with the provisions responsible for direct payment of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining Taxes for a parcel or parcels listed by Agent, then Agent shall pay such Taxes from amounts on deposit in the Tax and Insurance Escrow Fund following Account, if any and (z) if Borrower notifies Agent in writing within five (5) Business Days thereafter that an Tenant is responsible for direct payment of Taxes for one or more parcels listed by Agent, then Agent shall not pay the occurrence of a Trigger Event Cure Taxes on such parcel or parcels from amounts on deposit in the Tax and Insurance Account; provided, however, nothing contained in this Section 10.2 shall be returned construed to relieve Borrower (of its obligation to pay, or Operating Company, cause to be paid all Taxes as directed by Borrower)set forth in Section 14.2 hereof.

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event CureIn accordance with the terms of the Cash Management Agreement, on each Payment Date during such periodthe Closing Date, Borrower Mortgagor shall pay make an initial deposit to Lender (or Servicerthe Tax and Insurance Escrow Fund, as directed by Lender) hereinafter defined, in an amount which, when added to the monthly amounts to be deposited as specified below, will be sufficient in the estimation of Mortgagee to satisfy the next due taxes, assessments, insurance premiums and other similar charges, plus an additional amount equal to two (i2) monthly installments for each. Beginning on the date the first constant monthly payment is due under the Note, and on the first day of each calendar month thereafter, Mortgagor shall, at the option of Mortgagee or its designee, shall pay or cause to be paid into the appropriate Collateral Account in accordance with the terms of the Cash Management Agreement (a) one-twelfth of an amount which would be sufficient to pay the Taxes that Lender estimates will payable, or estimated by Mortgagee to be payable payable, during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due datesmonths, and (iib) one-twelfth of an amount which would be sufficient to pay the Insurance Premiums that Lender estimates will be payable due for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “"Tax and Insurance Escrow Fund”"). Lender Mortgagee may, in its sole discretion, retain a third party tax consultant to obtain tax certificates or other evidence or estimates of tax due or to become due or to verify the payment of taxes and Xxxxxxxxx will promptly reimburse Mortgagee for the reasonable cost of retaining any such third parties or obtaining such certificates. Any unpaid reimbursements for the aforesaid shall be added to the Debt. Mortgagor hereby pledges to Mortgagee any and all monies now or hereafter deposited in the Tax and Insurance Escrow Fund as additional security for the payment of the Debt. Mortgagee will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower Mortgagor pursuant to Section 5.1.2 hereof Sections 3 and under the Mortgage Loan Agreement4 hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender Mortgagee may do so according to any xxxxbill, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbill, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant Pursuant to Section 5.1.2 Sections 3 and 4 hereof, provided no Event of Default shall have occurred Mortgagee shall, in its discretion, credit such excess against future payments to be made to the Tax and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower)Insurance Escrow Fund. In allocating such excess, Lender Mortgagee may deal with the Person person shown on the records of Lender Mortgagee to be the owner of the PropertiesMortgaged Property. If at any time Lender reasonably Mortgagee determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in (ia) and (iib) above, Lender Mortgagee shall notify Borrower Mortgagor of such determination and Borrower Mortgagor shall increase its monthly payments to Lender Mortgagee by the amount that Lender Mortgagee estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding . Upon the foregoingoccurrence of an Event of Default, Borrower shall not be required to make Mortgagee may apply any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining sums then present in the Tax and Insurance Escrow Fund following to the occurrence payment of a Trigger Event Cure the Debt in any order in its sole discretion. Until expended or applied as above provided, any amounts in the Tax and Insurance Escrow Fund shall be returned to Borrower (or Operating Company, as directed by Borrower).constitute additional

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due datesthe dates such Taxes and Other Charges become delinquent, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgages. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the dates such Taxes and Other Charges become delinquent and/or thirty (30) days prior to expiration of the Policies, as the case may be. The Tax and Insurance Escrow Fund shall be held by Lender in an interest bearing account, which interest shall be included with amounts on deposit in the Tax and Insurance Escrow Fund and held for the benefit of Borrower. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a7.2(a) and otherwise satisfactory above, Borrower’s obligation to Lender in all material respects. (c) Any amount remaining deposit in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure sums required to pay Insurance Premiums shall be returned suspended provided that: (i) no Event of Default shall have occurred or exist under the Loan Documents; (ii) Lender shall have received evidence satisfactory to Lender that the Borrower has paid, when due, all Insurance Premiums; and (or Operating Company, as directed iii) Lender shall have received evidence satisfactory to Lender that Borrower has a blanket insurance Policy that covers substantially all of the real property and improvements owned by Borrower)Guarantor and its subsidiaries and that otherwise complies with Section 6.1 hereof.

Tax and Insurance Escrow Fund. Borrowers shall pay to Lender, with respect to each Property, (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such periodDate, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (i) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies and (iii) ground lease rents and (b) on the Closing Date, an amount which, when combined with the monthly deposits described in (a) above, shall be sufficient to pay the next installment of Taxes and the next required payment of Insurance Premiums on the due date therefor and ground lease rents on the due date therefor (said amounts in (ia) and (iib) above hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”), and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrowers to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower Borrowers pursuant to Section 5.1.2 hereof 5.1 hereof, or to reimburse Borrowers for such amounts upon presentation of evidence of payment and under the Mortgage Loan Agreementan Officer's Certificate in form and substance reasonably satisfactory to Lender; subject, however, to Borrowers' right to contest Taxes in accordance with Section 5.1(b) hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any direction of the Borrowers or, after an Event of Default, any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 5.1 hereof, Lender shall provided there exists no Default or Event of Default shall have occurred and be continuing, then Lender shall return any excess to Borrower (or to Operating Company, if so directed by Borrower)Borrowers. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Propertiesrelevant Property. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates items set forth in (ia) and (iib) above, Lender shall notify Borrower Borrowers of such determination and Borrower Borrowers shall increase its their monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes (the “Monthly Tax Deposit”) that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, ; and (iib) at the option of Lender, if the liability or casualty Policy maintained by Borrower covering the Properties shall not constitute an approved blanket or umbrella Policy pursuant to Section 6.1(c) hereof, or Lender shall require Borrower to obtain a separate Policy pursuant to Section 6.1(c) hereof, one-twelfth of the Insurance Premiums (the “Monthly Insurance Premium Deposit”) that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). In the event Lender shall elect to collect payments in escrow for Insurance Premiums pursuant to clause (b) above, Borrower shall pay to Lender an initial deposit to be determined by Lender, in its sole discretion, to increase the amounts in the Tax and Insurance Escrow Fund to an amount which, together with anticipated Monthly Insurance Premium Deposits, shall be sufficient to pay all Insurance Premiums as they become due. The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note and this Agreement, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan Agreementhereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxxbxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry into the accuracy of such xxxxbxxx, statement or estimate or into the validity of any tax, assessment, sale, forfeiture, tax lien or title or claim thereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by Borrower)be made to the Tax and Insurance Escrow Fund. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required Borrower’s obligation to make any deposits for Taxes and Insurance Premiums into the Tax and Insurance Escrow Fund on account is hereby suspended, provided that no Event of Insurance Premiums if (Default shall have occurred and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectsbe continuing. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes (the "Monthly Tax Deposit") that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, and (iib) at the option of Lender, if the liability or casualty Policy maintained by Borrower covering the Properties shall not constitute an approved blanket or umbrella Policy pursuant to Section 6.1(b) hereof, or Lender shall require Borrower to obtain a separate Policy pursuant to Section 6.1(a) hereof, one-twelfth of the Insurance Premiums (the "Monthly Insurance Premium Deposit") that Lender estimates will be payable for the renewal of the coverage afforded by the Policies Policies, with respect to, and allocable to the Properties upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “"Tax and Insurance Escrow Fund”"). The Tax and Insurance Escrow Fund and the payments of interest or principal or both, payable pursuant to the Note and this Agreement, shall be added together and shall be paid as an aggregate sum by Borrower to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan Agreement6.1 hereof. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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, provided, however, Borrower shall have the right to contest the same in good faith and in accordance with the terms hereof. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 and 6.1 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or credit such excess against future payments to Operating Company, if so directed by be made to the Tax and Insurance Escrow Fund. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) . Notwithstanding the foregoing, in lieu of making the Monthly Insurance Premium Deposit, Borrower shall not be required have the option of (i) delivering to make any deposits into Lender a Letter of Credit in an amount equal to the Tax and estimated annual Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect Premium, as the same is calculated each year during the term of the Properties that is in accordance with the provisions of Section 6.1(aLoan or (ii) and otherwise providing evidence reasonably satisfactory to Lender that the liability or casualty Policy maintained) by Borrower covering the Properties shall constitute an approved blanket or umbrella Policy pursuant to terms hereof along with evidence reasonably acceptable to Lender that the Insurance Premiums for such approved blanket Policy or umbrella Policy for the immediately succeeding year has been paid in all material respects. (c) Any amount remaining full. Amounts deposited with Lender in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed held by Borrower)Lender in accordance with the terms of Section 7.8 hereof.

Tax and Insurance Escrow Fund. (a) If (and for so long as) During a Trigger Lockbox Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such periodPeriod, Borrower shall pay to Lender on each Payment Date (or Servicer, as directed by Lendera) an a constant monthly amount equal to (i) one-twelfth of the Taxes that Lender estimates estimates, based on the most recent tax xxxx, will be payable during the next ensuing twelve (12) months required in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due datesthe imposition of any interest, charges or expenses for the non-payment thereof, and (iib) one-twelfth of the Insurance Premiums a constant monthly amount that Lender estimates estimates, based on the most recent xxxx, will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof required in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”)) and the account in which such funds are held shall hereinafter be referred to as Borrower’s “Tax and Insurance Account.” The Tax and Insurance Escrow Fund and the payments of Monthly Debt Service Payment Amount, payable pursuant to this Agreement and the Note, shall be added together and shall be paid as an aggregate sum by Borrower to Lender on each Payment Date. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage, subject to Borrower’s right to contest Taxes in accordance with Section 5.1.2. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant , subject to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuing, then Lender shall return any excess Borrower’s right to Borrower (or to Operating Company, if so directed by Borrower). In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. (b) Notwithstanding the foregoing, Borrower shall not be required to make any deposits into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long as) Borrower shall maintain a blanket insurance policy in respect of the Properties that is contest in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respects5.1. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event shall have occurred and shall not have been cured by a Trigger Event Cure, on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lendera) on the Closing Date an amount equal to initial deposit and (b) on each Payment Date thereafter (i) one-twelfth (1/12) of the Taxes and Other Charges that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes and Other Charges at least thirty (30) days prior to their respective due dates, and (ii) one-twelfth (1/12) of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said amounts in (ia) and (iib) above hereinafter called the “Tax and Insurance Escrow Fund”). Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower pursuant to Section 5.1.2 hereof and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), without inquiry 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. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Section 5.1.2 hereof, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (or to Operating Company, if so directed by Borrower). In allocating credit such excess, Lender may deal with the Person shown on the records of Lender excess against future payments to be made to the owner of the PropertiesTax and Insurance Escrow Fund. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes Taxes, Other Charges and Insurance Premiums by the dates set forth in (ia) and (iib) above, Lender shall notify Borrower of such determination and Borrower shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date of the Taxes and Other Charges and/or thirty (30) days prior to expiration of the Policies, as the case may be. . Notwithstanding anything to the contrary hereinbefore contained, Lender shall waive the requirement set forth herein for Borrower to make deposits for the payment of Insurance Premiums into the Tax and Insurance Escrow Account so long as (a) no Event of Default has occurred, and (b) Notwithstanding the foregoing, Borrower shall not be have provided Lender with satisfactory evidence (as determined by Lender) that the Property is insured in accordance with Section 6.1 of this Agreement pursuant to a blanket insurance Policy covering substantially all real property owned directly or indirectly by Guarantor, including, without limitation, the Property. Further, notwithstanding anything to the contrary hereinbefore contained, given that each of JPMorgan Chase Bank N.A. as successor-in-interest to Washington Mutual Bank, F.A. (“JPM Tenant”) and Wendy’s International, Inc. (“Wendy’s Tenant”) currently occupies an entire separate tax parcel (JPM Tenant as to Tax Parcel No. 0517-100 and Wendy’s Tenant as to Tax Parcel No. 0517-102) and is required pursuant to its respective Lease to pay directly to the taxing authority all Taxes assessed against the applicable tax parcel, Lender shall waive the requirement set forth herein for Borrower to make any deposits for the payment of Taxes applicable to each such tax parcel into the Tax and Insurance Escrow Fund on account of Insurance Premiums if (and for so long asas (a) no Event of Default exists, (b) the Lease of the applicable Tenant is in full force and effect, (c) the applicable Tenant continues to occupy the separate tax parcel, (d) the applicable Tenant continues to be required, pursuant to its respective Lease, to pay directly to the taxing authority all Taxes assessed against the applicable tax parcel and does actually pay such Taxes directly, and (e) Borrower shall maintain a blanket insurance policy in respect of have provided Lender, on or before the Properties date on which such Taxes are due and payable, evidence satisfactory (as determined by Lender) that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory to Lender in all material respectssuch Taxes have been paid. (c) Any amount remaining in the Tax and Insurance Escrow Fund following the occurrence of a Trigger Event Cure shall be returned to Borrower (or Operating Company, as directed by Borrower).

Tax and Insurance Escrow Fund. (a) If (and for so long as) a Trigger Event 62 Borrower or Grantor shall have occurred and shall not have been cured by a Trigger Event Cure, pay to Lender on each Payment Date during such period, Borrower shall pay to Lender (or Servicer, as directed by Lender) an amount equal to (ia) one-twelfth of the Taxes that Lender estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their respective due dates, dates and (iib) one-twelfth of the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies Policies, (said amounts in (ia) and (iib) above are hereinafter called the “"TAX AND INSURANCE ESCROW FUND"). The Tax and Insurance Escrow Fund”)Fund and the payments of interest or principal or both, payable pursuant to the Note, shall be added together and shall be paid as an aggregate sum by Borrower or Grantor to Lender. Lender shall will apply the Tax and Insurance Escrow Fund to payments of Taxes and Insurance Premiums required to be made by Borrower Grantor pursuant to Section 5.1.2 hereof this Agreement and under the Mortgage Loan AgreementMortgage. In making any payment relating to the Tax and Insurance Escrow Fund, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to Taxes) or insurer or agent (with respect to Insurance Premiums), ) or from Grantor without inquiry 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, provided, however, Lender shall use reasonable efforts to pay such real property taxes sufficiently early to obtain the benefit of any available discounts of which it has knowledge. If the amount of the Tax and Insurance Escrow Fund shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Section 5.1.2 hereofPremiums, provided no Event of Default shall have occurred and be continuingLender shall, then Lender shall in its sole discretion, return any excess to Borrower (Grantor or credit such excess against future payments to Operating Companybe made to the Tax and Insurance Escrow Fund. The Tax and Insurance Escrow Fund shall be held by Lender in an interest-bearing account and shall at Lender's option be held in Eligible Account at an Eligible Institution. Any interest earned on said account shall accrue in said account for the benefit of Grantor, if so directed by Borrower)but shall remain in and constitute part of the Tax and Insurance Escrow Fund, and shall be disbursed in accordance with the terms hereof. Any amount remaining in the Tax and Insurance Escrow Fund after the Debt has been paid in full shall be returned to Grantor. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Fund is not or will not be sufficient to pay Taxes and or Insurance Premiums by the dates set forth in (i) and (ii) above, Lender shall notify Borrower Grantor of such determination and Borrower or Grantor shall increase its monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency at least thirty (30) days prior to the due date delinquency of the Taxes and/or thirty or Insurance Premiums. Notwithstanding anything to the contrary hereinbefore contained, in the event that Grantor provides (301) days prior evidence satisfactory to expiration Lender that the Property is insured in accordance with SECTION 6.1 of this Agreement and (2) evidence satisfactory to Lender that the PoliciesTaxes for the Property have been paid in accordance with the requirements set forth in this Agreement, as Lender will waive the case may be. (b) Notwithstanding the foregoing, requirement set forth herein for Borrower shall not be required or Grantor to make any deposits into the Tax and Insurance Escrow Fund on account for the payment of Insurance Premiums if (and for so long as) payment of such Taxes, provided, however, Lender expressly reserves the right to require Borrower shall maintain a blanket insurance policy in respect of the Properties that is in accordance with the provisions of Section 6.1(a) and otherwise satisfactory or Grantor to Lender in all material respects. (c) Any amount remaining in make deposits to the Tax and Insurance Escrow Fund following for the occurrence payment of a Trigger Event Cure shall be returned to Borrower (Insurance Premiums if at any time the Property is not insured in accordance with SECTION 6.1 of this Agreement or Operating Company, as directed by Borrower)Taxes are not paid in accordance with the requirements of this Agreement.