Common use of Tax and Insurance Escrow Funds Clause in Contracts

Tax and Insurance Escrow Funds. Borrowers shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, 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 delinquency date, and (ii)(A) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 the preceding clauses (i) and (ii) being hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers pursuant to Sections 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicable. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereof, Lender shall credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to Borrowers. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or Properties. If at any time Lender determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay the items set forth in clauses (i) and (ii) above, Lender shall notify Borrowers of such determination and Borrowers shall increase 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 delinquency of the Taxes and/or expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.

Tax and Insurance Escrow Funds. (a) Borrowers shall pay pay, or cause Mortgage Borrowers to pay, to Mortgage Lender (i)(A) on the Mortgage Loan Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, 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 delinquency date, and (ii)(A) on the Mortgage Loan Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 the preceding clauses (i) and (ii) being hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers pursuant to Sections 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicable. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereof, Lender shall credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Imsurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to Borrowers. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or Properties. If at any time Lender determines that the Tax and Insurance Imsurance Escrow Funds are not or will not be sufficient to pay the items set forth in clauses (i) and (ii) above, Lender shall notify Borrowers of such determination and Borrowers shall increase 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 delinquency of the Taxes and/or expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan. (b) Borrowers shall be relieved of their obligations to make deposits of Tax and Insurance Escrow Funds under Section 7.2(a) above, provided that (i) Mortgage Borrowers are required to and do make monthly deposits to a tax and insurance escrow account under the Mortgage Loan Documents and (ii) Lender receives evidence acceptable to it of the making of such deposits and of the payment of all such Taxes and Insurance Premiums.

Tax and Insurance Escrow Funds. Borrowers Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 __________ and (i)(B) on each Payment Date, 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 delinquency date, and (ii)(A) on the Closing Date, an amount equal to $288,259.50 __________ (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 the preceding clauses (i) and (ii) being hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers Borrower to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicable. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereof, Lender shall credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay the items set forth in clauses (i) and (ii) above, Lender shall notify Borrowers Borrower of such determination and Borrowers Borrower shall increase their 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 delinquency of the Taxes and/or expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers Borrower shall provide, at Borrowers’ Borrower’s expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers Borrower shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.

Tax and Insurance Escrow Funds. Borrowers (a) Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(Bi) on each Payment Date, 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 delinquency date, and (ii)(Aii) (A) on the Closing Date, an amount equal to $288,259.50 22,057.71 (the “Initial Blanket Insurance Premium Installment”) and (ii)(BB) (1) for so long as the applicable Blanket Insurance Premium Financing Arrangement (as defined in the Mortgage Loan Agreement) remains in full force and effect, on each Payment Date, the Financing Installment (as defined in the Mortgage Loan Agreement for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C2) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 the preceding clauses (i) and (ii) being hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers Borrower to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicable. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereof, Lender shall credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay the items set forth in clauses (i) and (ii) above, Lender shall notify Borrowers Borrower of such determination and Borrowers Borrower shall increase their 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 delinquency of the Taxes and/or expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers Borrower shall provide, at Borrowers’ Borrower’s expense, a tax service contract for the term of the Loan Term issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers Borrower shall reimburse Lender for the cost of making annual tax searches throughout the term Term. (b) Notwithstanding anything to the contrary contained in this Section 7.2, with respect to the Initial Blanket Insurance Premium Deposit, and the required monthly payments required under clause (ii) above through the end of the current policy year, the parties agree as follows: for the period from the date hereof through August 1, 2005, the Property will be covered by a blanket insurance policy as described in Section 6.1(c) of the Mortgage Loan Agreement, but instead of participating in the Blanket Insurance Premium Financing Arrangement, Borrower will pay its allocable share of the Insurance Premiums in a single installment, due approximately thirty (30) days after the date hereof. Borrower’s allocable share of the annual Insurance Premiums for the blanket policy for the period from the date hereof through August 1, 2005 is the Initial Blanket Insurance Premium Deposit. Borrower has deposited the Initial Blanket Insurance Premium Deposit in the Tax and Insurance Escrow Funds on the date hereof (as set forth in clause (ii)(A) in the immediately preceding paragraph). Borrower will notify Lender in writing at least ten (10) days in advance of the date when such Insurance Premium is due, whereupon Lender will apply such amount to the payment of Borrower’s allocable share of the blanket policy Insurance Premium. On the Payment Dates in April, May, June and July of 2005, Borrower will pay to Lender for deposit in the Tax and Insurance Escrow Funds the sum of $4,826.78 per month. On each Payment Date commencing with the Payment Date occurring in August, 2005, Borrower shall make payments into the Tax and Insurance Escrow Funds as set forth in the preceding paragraph. (c) Borrower shall be relieved of its obligation to make deposits of Tax and Insurance Escrow Funds under Section 7.2 above, provided that (i) Mortgage Borrower is required to and does make monthly deposits to a tax escrow account under the Mortgage Loan, and (ii) Lender receives evidence acceptable to it of the making of such deposits and of the payment of all such Taxes.

Tax and Insurance Escrow Funds. On or prior to the Closing Date, the Borrowers shall establish and thereafter maintain with the Cash Management Bank an account (which may be a sub-account of the Cash Management Account maintained on a ledger basis) for the purpose of reserving Taxes and Insurance Escrow Funds (the “Tax and Insurance Escrow Reserve Account”). On the date hereof, the Borrowers have deposited One Hundred Twenty-Five Thousand Three Hundred Five Dollars and 00/100 Dollars ($125,305.00) of Tax and Insurance Escrow Funds (as defined below). The Borrowers shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) Agent on each Payment Date, Date (a) one-twelfth (1/12th) of the product of (i) one hundred percent (100%) and (ii) the Taxes that Lender the Agent estimates will be payable during the next ensuing twelve (12) months with respect to the Properties in order to accumulate with Lender the Agent sufficient funds to pay all such Taxes at least thirty (30) days prior to their delinquency date, respective due dates and (ii)(Ab) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the product of (i) one hundred percent (100%) and (ii) the Insurance Premiums that Lender the Agent estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period upon the expiration thereof in order to accumulate with Lender the Agent sufficient funds to pay all such Insurance Premiums at least thirty (30) days prior to the expiration of the Policies (said the foregoing amounts deposited with the Agent on the date hereof and in the preceding clauses (ia) and (iib) being above are hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment payment of the monthly Debt Service, shall be added together and shall be paid as an aggregate sum by the Borrowers to Lenderthe Agent. Provided no Event of Default shall existhave occurred and be continuing, Lender the Agent will promptly and timely apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by the Borrowers pursuant to Sections Section 5.1.2 and 6.1 hereof and under the Mortgage and/or Mortgage, subject to payments due each Borrower’s right to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicablecontest Taxes in accordance with Section 5.1.2 hereof. In making any payment relating to the Tax and Insurance Escrow Funds, Lender the 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. If the amount of the Tax and Insurance Escrow Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections Section 5.1.2 and 6.1 hereof, Lender shall the Agent shall, in its sole discretion, return any excess to any Borrower or credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the any Borrower’s Tax and Insurance Escrow Funds after the Debt has Obligations have been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to Borrowers. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesBorrower. If at any time Lender the Agent reasonably determines that the any Borrower’s Tax and Insurance Escrow Funds are not or will not be sufficient to pay Taxes and Insurance Premiums by the items dates set forth in clauses (ia) and (iib) above, Lender the Agent shall notify Borrowers such Borrower of such determination and Borrowers such Borrower shall increase their its monthly payments to Lender the Agent by the amount that Lender the Agent reasonably estimates is sufficient to make up the deficiency at least thirty (30) days prior to delinquency the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. All earnings Upon payment of interest on the Taxes and Insurance Premiums, the Agent shall reassess the amount necessary to be deposited in the Tax and Insurance Escrow Funds Reserve Account for the succeeding period, which calculation shall become part of take into account any excess amounts remaining in the Tax and Insurance Escrow Funds Funds. Upon the repayment in full of the Debt, all amounts then on deposit in the Tax and Insurance Escrow Reserve Account shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at by the Agent to the Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.

Tax and Insurance Escrow Funds. Borrowers (a) Borrower shall pay to Lender, concurrently with the Monthly Payment due under the Note, deposits in an amount equal to one-twelfth (1/12) of the amount of the annual Taxes that will next become due and payable on the Property (“Special Tax Escrow”). The provisions of Section 7.2(c) hereof with respect to escrow for Taxes shall not be applicable until and unless Lender elects to apply such provisions following (i) a default or failure by Borrower to pay Taxes when due or provide evidence of such payment as required in this Agreement or (ii) the occurrence of a Sweep Event. (b) So long as Borrower maintains blanket policies of insurance in accordance with Section 6.1 hereof, the provisions of Section 7.2(c) hereof with regard to Insurance Premiums shall not be effective 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, or (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. (c) Except as otherwise provided in Sections 7.2(a) and (b) hereof, Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, Date (a) 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 delinquency daterespective due dates, and (ii)(Ab) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 foregoing amounts deposited with Lender on the date hereof and in the preceding clauses (ia) and (iib) being above are hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment payment of the monthly Debt Service shall be added together and shall be paid as an aggregate sum by Borrowers Borrower to Lender. Provided no Unless an Event of Default shall existoccurs and is continuing, Lender will shall apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections Section 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicableMortgage. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections Section 5.1.2 and 6.1 hereof, Lender shall shall, in its sole discretion, return any excess to Borrower or credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay Taxes and Insurance Premiums by the items dates set forth in clauses (ia) and (iib) above, Lender shall notify Borrowers Borrower of such determination and Borrowers Borrower shall increase their 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 delinquency the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.

Tax and Insurance Escrow Funds. (a) With respect to Policies which any Borrower is obligated to maintain hereunder (“Borrower Policies”), as long as blanket Borrower Policies (specifically permitted by this Agreement) are in effect, Borrowers shall not be required to make any payments under this Section 7.2 with respect to any Borrower Policies of amounts that would otherwise have been used to pay Insurance Premiums, subject to the following sentence. Without limiting the generality of the foregoing, at such time, and from time to time, that any such blanket Borrower Policy (specifically permitted by this Agreement) is not in effect, in addition to any other rights and remedies which Lender may have hereunder, under the other Loan Documents, at law or in equity, Borrowers shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, Date one-twelfth of the Taxes Insurance Premiums that Lender estimates shall then reasonably estimate will be payable during for the next ensuing twelve (12) months renewal of the coverage afforded by non-blanket Borrower Policies upon the expiration thereof in order to accumulate with Lender sufficient funds to pay all such Taxes Insurance Premiums at least thirty (30) days prior to the expiration of such non-blanket Borrower Policies (each a “Monthly Borrower Insurance Payment”). In the event that Borrowers shall make Monthly Borrower Insurance Payments for at least one (1) year and Borrowers are then current in their delinquency dateInsurance Premiums and have coverage paid for at least the following six (6) months, provided no Event of Default has occurred and is continuing, Lender shall return to Borrowers all of the Monthly Borrower Insurance Payments which have been paid to Lender and not otherwise previously applied during the continuance of any Event of Default, and Borrowers shall have no obligation to make any further Monthly Borrower Insurance Payments unless and until they fail to pay any Insurance Premium when due or are otherwise in default of their obligations to maintain any of the required Borrower Policies hereunder, in which event Monthly Borrower Insurance Payments shall again be payable hereunder. (ii)(Ab) With respect to Policies which any non-Investment Grade Tenant is obligated to pay for under the terms of its Lease (as opposed to reimbursing the landlord under its Lease for such landlord’s payment of such item) (“Tenant Policies”), on the Closing Datedate hereof, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long Borrowers shall deposit with Lender, as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment additional collateral for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing ArrangementObligations, on each Payment Date$17,711, representing one-twelfth (1/12th) of such the Insurance Premiums that Lender estimates would be payable for the renewal of the coverage afforded by all of such Tenant Policies at least thirty (30) days prior to the expiration thereof (the “Original Tenant Insurance Deposit”). Other than the Original Tenant Insurance Deposit, Borrowers shall not be required to make any payments under this Section 7.2 with respect to any Tenant Policies of amounts that would otherwise have been used to pay Insurance Premiums, subject to the following sentence. Without limiting the generality of the foregoing, at such time, and from time to time, that any such Tenant Policy (specifically permitted by this Agreement) is not in effect, in addition to any other rights and remedies which Lender may have hereunder, under the other Loan Documents, at law or in equity, Borrowers shall pay to Lender on each Payment Date one-twelfth of the Insurance Premiums that Lender shall then reasonably estimate will be payable for the renewal of the coverage afforded by the Policies for an annual period applicable Tenant Policy(ies) 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 applicable Tenant Policy(ies) (said each a “Monthly Tenant Insurance Payment”). In the event that Borrowers shall make Monthly Tenant Insurance Payments for at least one (1) year and the Insurance Premiums with respect to the applicable Tenant Policy(ies) are then current and such Tenant Policy(ies) has/have coverage paid for at least the following six (6) months, provided no Event of Default has occurred and is continuing, Lender shall return to Borrowers all of the Monthly Tenant Insurance Payments which have been paid to Lender and not otherwise previously applied during the continuance of any Event of Default, but shall continue to retain the Original Tenant Insurance Deposit as additional collateral for the Obligations, and Borrowers shall have no obligation to make any further Monthly Tenant Insurance Payments unless and until the same or any other non-Investment Grade Tenant shall fail to pay any Insurance Premium for any Tenant Policy when due or shall otherwise default in its obligations to maintain any Tenant Policy, in which event Monthly Tenant Insurance Payments shall again be payable hereunder. (c) With respect to Taxes which any non-Investment Grade Tenant is obligated to pay under the terms of its Lease (as opposed to reimbursing the landlord under its Lease for such landlord’s payment of such item) (“Tenant Taxes”), on the date hereof, Borrowers shall deposit with Lender, as additional collateral for the Obligations, $69,357, representing one-twelfth of all of such Tenant Taxes that Lender estimates will be payable during the next ensuing twelve (12) months if the same were to be paid at least thirty (30) days prior to their respective due dates (the “Original Tenant Tax Deposit”). Other than the Original Tenant Tax Deposit, Borrowers shall not be required to make any payments under this Section 7.2 with respect to any Tenant Taxes, subject to the following sentence. Without limiting the generality of the foregoing, at such time, and from time to time, that any Tenant Taxes are not paid when due, in addition to any other rights and remedies which Lender may have hereunder, under the other Loan Documents, at law or in equity, Borrowers shall pay to Lender on each Payment Date one-twelfth of the Tenant Taxes that Lender shall then reasonably estimate will be payable with respect to the applicable Property(ies) during the next ensuing twelve (12) months if the same were to be paid at least thirty (30) days prior to its/their due date(s) (each a “Monthly Tenant Tax Payment”). In the event that Borrowers shall make Monthly Tenant Tax Payments for at least one (1) year and all Tenant Taxes with respect to the applicable Property(ies) are then current, provided no Event of Default has occurred and is continuing, Lender shall return to Borrowers all of the Monthly Tenant Tax Payments which have been paid to Lender and not otherwise previously applied during the continuance of any Event of Default, but shall continue to retain the Original Tenant Tax Deposit as additional collateral for the Obligations, and Borrowers shall have no obligation to make any further Monthly Tenant Tax Payments unless and until the same or any other non-Investment Grade Tenant shall fail to pay any Tenant Taxes when due, in which event Monthly Tenant Tax Payments shall again be payable hereunder. (d) Notwithstanding anything to the contrary contained in this Section 7.2, Borrowers shall not be required to make any payments under this Section 7.2 of amounts that would otherwise have been used to pay Taxes and/or Insurance Premiums with respect to Tenant Policies, in each of the preceding clauses foregoing instances relating to any Property if such Property is leased to an Investment Grade tenant and such tenant is required to pay such expenses directly pursuant to the terms of its Lease (ias opposed to reimbursing the landlord under its Lease for such landlord’s payment of such items). (e) The Original Tenant Insurance Deposit, the Original Tenant Tax Deposit, all Monthly Borrower Insurance Payments, if any, all Monthly Tenant Insurance Payments, if any, and (ii) being all Monthly Tenant Tax Payments, if any, shall, for long as they are on deposit with Lender from time to time, be collectively hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will ” for all purposes under this Agreement, and for any month during which any Monthly Borrower Insurance Payment, Monthly Tenant Insurance Payment and/or Monthly Tenant Tax Payment is payable, the aggregate sum of such Monthly Borrower Insurance Payment, Monthly Tenant Insurance Payment and/or Monthly Tenant Tax Payment that is payable for such month shall be transferred by Lender to an account held by Lender (collectively hereinafter called the “Tax and Insurance Escrow AccountMonthly Deposit”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers pursuant to Sections 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicable. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereof, Lender shall credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to Borrowers. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or Properties. If at any time Lender determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay the items set forth in clauses (i) and (ii) above, Lender shall notify Borrowers of such determination and Borrowers shall increase 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 delinquency of the Taxes and/or expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.

Tax and Insurance Escrow Funds. Borrowers On the date hereof, Borrower shall deposit with Lender $270,510.83 on account of the Taxes next coming due and $90,111.90 on account of the Insurance Premiums next coming due. Additionally, Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, Date (a) 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 delinquency daterespective due dates, and (ii)(Ab) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 foregoing amounts deposited with Lender on the date hereof and in the preceding clauses (ia) and (iib) being above are hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment payment of the monthly Debt Service, shall be added together and shall be paid as an aggregate sum by Borrowers Borrower to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections Section 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicableMortgage. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections Section 5.1.2 and 6.1 hereof, Lender shall credit such shall, following written request by Borrower, promptly return any excess against future payments to be made to the Tax and Insurance Escrow FundsBorrower. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay Taxes and Insurance Premiums by the items dates set forth in clauses (ia) and (iib) above, Lender shall notify Borrowers Borrower of such determination and Borrowers Borrower shall increase their 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 delinquency the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.

Tax and Insurance Escrow Funds. Borrowers (a) Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(Bi) on each Payment Date, 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 delinquency date, and (ii)(Aii) (A) on the Closing Date, an amount equal to $288,259.50 61,103.77 (the “Initial Blanket Insurance Premium Installment”) and (ii)(BB) (1) for so long as the applicable Blanket Insurance Premium Financing Arrangement (as defined in the Mortgage Loan Agreement) remains in full force and effect, on each Payment Date, the Financing Installment (as defined in the Mortgage Loan Agreement for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C2) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 the preceding clauses (i) and (ii) being hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers Borrower to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicable. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereof, Lender shall credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay the items set forth in clauses (i) and (ii) above, Lender shall notify Borrowers Borrower of such determination and Borrowers Borrower shall increase their 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 delinquency of the Taxes and/or expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers Borrower shall provide, at Borrowers’ Borrower’s expense, a tax service contract for the term of the Loan Term issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers Borrower shall reimburse Lender for the cost of making annual tax searches throughout the term Term. (b) Notwithstanding anything to the contrary contained in this Section 7.2, with respect to the Initial Blanket Insurance Premium Deposit, and the required monthly payments required under clause (ii) above through the end of the current policy year, the parties agree as follows: for the period from the date hereof through August 1, 2005, the Property will be covered by a blanket insurance policy as described in Section 6.1(c) of the Mortgage Loan Agreement, but instead of participating in the Blanket Insurance Premium Financing Arrangement, Borrower will pay its allocable share of the Insurance Premiums in a single installment, due approximately thirty (30) days after the date hereof. Borrower’s allocable share of the annual Insurance Premiums for the blanket policy for the period from the date hereof through August 1, 2005 is the Initial Blanket Insurance Premium Deposit. Borrower has deposited the Initial Blanket Insurance Premium Deposit in the Tax and Insurance Escrow Funds on the date hereof (as set forth in clause (ii)(A) in the immediately preceding paragraph). Borrower will notify Lender in writing at least ten (10) days in advance of the date when such Insurance Premium is due, whereupon Lender will apply such amount to the payment of Borrower’s allocable share of the blanket policy Insurance Premium. On the Payment Dates in April, May, June and July of 2005, Borrower will pay to Lender for deposit in the Tax and Insurance Escrow Funds the sum of $14,380.23 per month. On each Payment Date commencing with the Payment Date occurring in August, 2005, Borrower shall make payments into the Tax and Insurance Escrow Funds as set forth in the preceding paragraph. (c) Borrower shall be relieved of its obligation to make deposits of Tax and Insurance Escrow Funds under Section 7.2 above, provided that (i) Mortgage Borrower is required to and does make monthly deposits to a tax escrow account under the Mortgage Loan, and (ii) Lender receives evidence acceptable to it of the making of such deposits and of the payment of all such Taxes.

Tax and Insurance Escrow Funds. Borrowers On the date hereof, Borrower shall deposit with Lender $71,280.09 on account of the Taxes next coming due and $30,732.31 on account of the Insurance Premiums next coming due. Additionally, Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, Date (a) 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 delinquency daterespective due dates, and (ii)(Ab) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 foregoing amounts deposited with Lender on the date hereof and in the preceding clauses (ia) and (iib) being above are hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment payment of the monthly Debt Service, shall be added together and shall be paid as an aggregate sum by Borrowers Borrower to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections Section 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicableMortgage. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections Section 5.1.2 and 6.1 hereof, Lender shall credit such shall, following written request by Borrower, promptly return any excess against future payments to be made to the Tax and Insurance Escrow FundsBorrower. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay Taxes and Insurance Premiums by the items dates set forth in clauses (ia) and (iib) above, Lender shall notify Borrowers Borrower of such determination and Borrowers Borrower shall increase their 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 delinquency the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.

Tax and Insurance Escrow Funds. Borrowers On the date hereof, Borrower shall deposit with Lender $146,666.67 on account of the Taxes next coming due and $33,384.76 on account of the Insurance Premiums next coming due. Additionally, Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, Date (a) 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 delinquency daterespective due dates, and (ii)(Ab) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 foregoing amounts deposited with Lender on the date hereof and in the preceding clauses (ia) and (iib) being above are hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment payment of the monthly Debt Service, shall be added together and shall be paid as an aggregate sum by Borrowers Borrower to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections Section 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicableMortgage. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections Section 5.1.2 and 6.1 hereof, Lender shall credit such shall, following written request by Borrower, promptly return any excess against future payments to be made to the Tax and Insurance Escrow FundsBorrower. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay Taxes and Insurance Premiums by the items dates set forth in clauses (ia) and (iib) above, Lender shall notify Borrowers Borrower of such determination and Borrowers Borrower shall increase their 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 delinquency the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.

Tax and Insurance Escrow Funds. Borrowers Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, Date (a) 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 delinquency daterespective due dates, and (ii)(Ab) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th1/12) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 the preceding clauses (ia) and (iib) being above are hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Debt Service Payment Amount, shall be added together and shall be paid as an aggregate sum by Borrowers Borrower to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections 5.1.2 and 6.1 hereof this Agreement and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicableSecurity Instrument. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereofPremiums, Lender shall shall, in its sole discretion, return any excess to Borrower or credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay Taxes and Insurance Premiums by the items dates set forth in clauses (i) and (ii) above, Lender shall notify Borrowers Borrower of such determination and Borrowers Borrower shall increase their 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 delinquency of the Taxes and/or expiration or Insurance Premiums. Notwithstanding anything to the contrary contained herein, Borrower shall not be required to make monthly deposits with respect to (a) and (b) above provided that: (i) no Event of Default has occurred, and (ii) Borrower pays all Taxes prior to delinquency and delivers to Lender evidence of such payment pursuant to Section 5.1.2 hereof (with respect to clause (a) above) and all Insurance Premiums for the Policies, as the case may be. All earnings Policies required under Section 6.1(a) hereof without any lapse of interest coverage on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance Property (with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable respect to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loanclause (b) above).

Tax and Insurance Escrow Funds. Borrowers On the date hereof, Borrower shall deposit with Lender $288,821.12 on account of the Taxes next coming due and $167,865.73 on account of the Insurance Premiums next coming due. Additionally, Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, Date (a) 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 delinquency daterespective due dates, and (ii)(Ab) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 foregoing amounts deposited with Lender on the date hereof and in the preceding clauses (ia) and (iib) being above are hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment payment of the monthly Debt Service, shall be added together and shall be paid as an aggregate sum by Borrowers Borrower to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections Section 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicableMortgage. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections Section 5.1.2 and 6.1 hereof, Lender shall credit such shall, following written request by Borrower, promptly return any excess against future payments to be made to the Tax and Insurance Escrow FundsBorrower. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay Taxes and Insurance Premiums by the items dates set forth in clauses (ia) and (iib) above, Lender shall notify Borrowers Borrower of such determination and Borrowers Borrower shall increase their 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 delinquency the due date of the Taxes and/or thirty (30) days prior to expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.

Tax and Insurance Escrow Funds. Borrowers On the date hereof, Borrower shall deposit with Lender the Initial Tax Deposit on account of the Property Taxes next coming due and the Initial Insurance Premiums Deposit on account of the Insurance Premiums next coming due. Additionally, Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, Date (a) one-twelfth (1/12) of the Property 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 Property Taxes at least thirty (30) days prior to their delinquency daterespective due dates, and (ii)(Ab) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th1/12) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 foregoing amounts in the preceding clauses (i) and (ii) being so deposited with Lender are hereinafter called the “Tax and Insurance Escrow Funds”). Such ” and the account in which such amounts will are held shall hereinafter be transferred by Lender referred to an account held by Lender (as the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers to At Lender. Provided no Event of Default shall exist’s option, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to Account shall be made by Borrowers pursuant to Sections 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, maintained as applicable. In making any payment relating to the Tax and Insurance Escrow Funds, 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 a Subaccount of the Tax and Insurance Escrow Funds shall exceed Cash Management Account or be an account maintained by Servicer either at Servicer or at an Eligible Institution. Notwithstanding the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereofprevious requirements of this Section 7.1.1, Lender shall credit such excess against future payments waive Borrower’s obligations to (I) deposit the Initial Insurance Premiums Deposit, and (II) pay to Lender on each Payment Date the payment described in clause (b) of this Section 7.1.1, each for so long as the following conditions are met (any of which may be made waived, in Lender’s sole and absolute discretion): (i) no Event of Default has occurred and is continuing hereunder, (ii) the insurance coverage for the Property is included in a blanket policy insuring multiple properties and held by Borrower or an entity that Controls Borrower, which blanket policy is acceptable to Lender in its sole discretion, (iii) Borrower binds all applicable insurance prior to the Tax then current expiration date of the blanket policy described in clause (ii) hereof, (iv) Guarantor shall satisfy all net worth and Insurance Escrow Funds. Any amount remaining liquidity covenants set forth in the Tax Guaranty and Insurance Escrow Funds after the Debt has been paid in full shall be transferred Completion Guaranty (if any), and (v) Borrower provides Lender evidence of renewal policies prior to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to Borrowers. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner then current expiration date of the applicable Property and/or Properties. If at any time Lender determines that policy (the Tax and Insurance Escrow Funds are not or will not be sufficient to pay conditions contained in the items set forth in foregoing clauses (i) through (v), collectively, the “Insurance Escrow Funds Waiver Conditions”). If, at any time, Borrower fails to meet any of the Insurance Escrow Funds Waiver Conditions (and Lender has not opted to waive such condition in its sole and absolute discretion), commencing with the next applicable Payment Date and continuing on each Payment Date until such time as all Insurance Escrow Funds Waiver Conditions have again been met, Borrower shall deposit an amount equal to the product of (x) the resulting fraction where (A) the numerator is one (1), and (B) the denominator is the number of Payment Dates then remaining in the then current calendar year, and (y) the amount of Insurance Premiums that Lender reasonably estimates will be payable to obtain and subsequently retain policies of insurance which meet the requirements of Section 6.1 hereof. In addition to the foregoing, if Borrower fails to renew the policy or policies described in clause (ii) above, Lender shall notify Borrowers of such determination and Borrowers shall increase their monthly payments to Lender hereof by the amount that Lender estimates date which is sufficient to make up the deficiency at least thirty seven (307) days prior to delinquency the expiration thereof, Borrower agrees to notify Lender of such failure, and to keep Lender reasonably apprised of all developments in connection therewith, and if, following such notice, Lender reasonably believes that Borrower will be unable to bind the Taxes and/or policy or policies described in clause (ii) prior to the expiration thereof, then Lender shall have the right, without notice to Borrower, to take such action as Lender deems necessary to protect its interest in the Property, including, without limitation, the obtaining of the Policies, insurance coverage as the case may beprovided in or required pursuant to Section 6.1 hereof. All earnings of interest on premiums incurred by Lender in connection with such action or in obtaining such insurance and keeping it in effect shall be paid by Borrower to Lender upon demand and, until paid, shall be secured by the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds Security Instrument and shall be disbursed in accordance with this Section 7.2. If Lender so elects bear interest at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the LoanDefault Rate.

Tax and Insurance Escrow Funds. Borrowers (a) To the extent Taxes, Other Charges and/or Insurance Premiums are not reserved for in a Manager Account maintained by the applicable Manager pursuant to the Management Agreement to which it is a party or previously paid by such Manager pursuant to such Management Agreement (provided, that to the extent so reserved or paid, Borrower delivers to Lender the invoices and other 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), Borrower shall pay to Lender (i)(A) on the Closing DateLender, an amount equal to $2,029,336.48 and (i)(B) on each Payment DateDate during a Cash Trap Period, one-(i) in any case in which Taxes and Other Charges are not so reserved or paid by the applicable Manager, 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 delinquency date, and the dates upon which such payments are required to be made and/or (ii)(Aii) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket in any case in which Insurance Premium Installment”) and (ii)(B) for Premiums are not so long as reserved or paid by the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effectManager, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-one twelfth (1/12th1/12) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 the preceding clauses (i) and (ii) being above hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will The account in which the Tax and Insurance Escrow Funds are held shall hereinafter be transferred by Lender referred to an account held by Lender (as the “Tax and Insurance Escrow Reserve Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Other Charges and Insurance Premiums required to be made by Borrowers Borrower and/or Operating Lessee pursuant to Sections Section 5.1.2 and or Section 6.1 hereof (as applicable) and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicableMortgages. In making any payment relating to the Tax and Insurance Escrow Funds, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to TaxesTaxes and Other Charges) 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 Account, Lender shall, upon Borrower’s written request, reimburse the applicable Individual Borrower or Individual Operating Lessee (as applicable) from amounts on deposit in the Tax and Insurance Escrow Account for all real property Taxes, Other Charges and Insurance Premiums actually paid by such Individual Borrower or Individual Operating Lessee. 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 (if applicable) and upon the written request of Lender receipts for payment or other evidence reasonably satisfactory to Lender that such real, property Taxes, Other Charges and Insurance Premiums have been paid. If the amount of the Tax and Insurance Escrow Funds shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Sections Section 5.1.2 and 6.1 hereof, Lender shall shall, in its sole discretion, return any excess to Borrower or credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to Borrowers. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay Taxes, Other Charges and Insurance Premiums by the items dates set forth in clauses (i) and (ii) above, Lender shall notify Borrowers provide written notice to Borrower of such determination and Borrowers shall Borrower shall, commencing with the first Payment Date following Borrower’s receipt of such written notice, increase their 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 delinquency 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. All earnings of interest on Any amounts remaining in the Tax and Insurance Escrow Funds Account after the Debt has been paid in full or the Loan has been defeased shall become part be promptly 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 Tax and Insurance Escrow Funds and shall insurance required to be disbursed in accordance with maintained by any Individual Borrower or Individual Operating Lessee under this Section 7.2. If Agreement and/or any other Loan Document is effected under a blanket policy reasonably acceptable to Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term insuring substantially all of the Loan issued real property owned, directly or indirectly, by a tax reporting agency acceptable Guarantor, Borrower shall not be required to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for make deposits pursuant to the cost of making annual tax searches throughout the term of the Loanforegoing with respect to Insurance Premiums.

Tax and Insurance Escrow Funds. Borrowers shall pay Subject to Lender (i)(A) Section 7.1.1 hereof, on the Closing Date, an amount equal Borrower shall deposit with Lender $844,084.88 on account of Taxes and $200,000.00 on account of Insurance Premiums. Additionally, Borrower shall pay to $2,029,336.48 and (i)(B) Lender on each Payment Date, one-twelfth of the Taxes and Insurance Premiums 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 delinquency date, and (ii)(A) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 their respective due dates (the expiration of foregoing amounts deposited with Lender on the Policies (said amounts date hereof and in the preceding clauses (i) and (ii) being accordance with this sentence are hereinafter called the “Tax and Insurance Escrow Funds”). Such , which amounts will shall be transferred by Lender to deposited into an account held by Lender established to hold such funds pursuant to the Mezzanine Cash Management Agreement (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers to Lender. Provided no Event of Default shall existhave occurred and be continuing, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Mortgage Borrower and/or Borrower pursuant to Sections Section 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicablehereof. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereof, Lender shall credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay the items set forth in clauses (i) and (ii) above, Lender shall notify Borrowers of such determination and Borrowers shall increase their monthly payments to Lender by the amount that Lender estimates is sufficient to make up the deficiency Taxes at least thirty (30) days prior to delinquency of their respective due dates and Insurance Premiums at least thirty (30) days prior to the Taxes and/or expiration of the Policies, as Lender shall notify Borrower of such determination and Borrower shall deposit with Lender within ten (10) days thereafter the case may be. All earnings amount of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued such deficiency determined by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.

Tax and Insurance Escrow Funds. Borrowers On each Payment Date from and after Stabilization, until the Loan is paid in full in accordance with this Agreement, Borrower shall pay to Lender (i)(Aa) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, one-twelfth of the Taxes and Other Charges that Lender estimates (in its reasonable judgment) will be payable during the next ensuing twelve (12) months months, in order to accumulate with Lender sufficient funds to pay all such Taxes at least thirty (30) days prior to their delinquency daterespective due dates, and (ii)(Ab) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 the preceding clauses (i) and (ii) being hereinafter called the deposited pursuant to this Section 7.3 are referred to herein as “Tax and Insurance Escrow Funds”). Such ” and the account in which such amounts will are held shall hereinafter be transferred by Lender referred to an account held by Lender (as the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and Notwithstanding the Monthly Interest foregoing, for purposes of the foregoing clause (a) the Taxes shall not include any assessments for the C-PACE Loan until the Payment shall be added together and shall be paid as an aggregate sum by Borrowers to LenderDate occurring in August, 2024. Provided no Event of Default shall existis continuing, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Other Charges and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections 5.1.2 and 6.1 Section 4.1.2 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicableMortgage. In making any payment relating to the Tax and Insurance Escrow Funds, Lender may do so according to any xxxxbill, statement or estimate procured from the appropriate public office (with respect to TaxesTaxes and Other Charges) 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 Funds in the Tax and Insurance Escrow Account shall exceed the amounts due for Taxes and Other Charges and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereofPremiums, Lender shall credit such excess against future payments to be made to the Tax and Insurance Escrow FundsAccount and otherwise under this Agreement. Any amount remaining in the Tax and Insurance Escrow Funds Account after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender Lxxxxx may deal with the Person shown on the records of Lender Lxxxxx to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay Taxes and Other Charges and Insurance Premiums by the items dates set forth in clauses (ia) and (iib) above, Lender shall notify Borrowers Borrower of such determination and Borrowers within ten (10) days of such notice, Borrower shall make a True Up Payment with respect to such insufficiency into the Tax and Insurance Escrow Account and/or increase their 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 delinquency 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. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.

Tax and Insurance Escrow Funds. Borrowers On the date hereof, Borrower shall deposit with Lender the Initial Tax Deposit on account of the Taxes next coming due and the Initial Insurance Premiums Deposit on account of the Insurance Premiums next coming due. Additionally, Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, Date (a) 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 delinquency daterespective due dates, and (ii)(Ab) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the Insurance Premiums that Lender reasonably estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period upon the expiration thereof in order to ratably accumulate with Lender sufficient funds to pay all such Insurance Premiums at least thirty fourteen (3014) days prior to the expiration of the Policies (said the foregoing amounts in the preceding clauses (i) and (ii) being so deposited with Lender are hereinafter called the “Tax and Insurance Escrow Funds”). Such ” and the account in which such amounts will are held shall hereinafter be transferred by Lender referred to an account held by Lender (as the “Tax and Insurance Escrow Account”). The Tax Notwithstanding the previous requirements of this Section 7.2.1, Lender shall waive Borrower’s obligations to (I) deposit the Initial Insurance Premiums Deposit, and Insurance Escrow Funds (II) pay to Lender on each Payment Date the payment described in clause (b) of this Section 7.2.1, each for so long as the following conditions are met (any of which may be waived, in Lender’s sole and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers to Lender. Provided absolute discretion): (i) no Event of Default shall existhas occurred and is continuing hereunder, (ii) the insurance coverage for the Property is included in a blanket policy insuring multiple properties and held by Borrower or an entity which Controls Borrower, which blanket policy is acceptable to Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers pursuant to Sections 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due in its sole discretion, (iii) Borrower binds all applicable insurance prior to the applicable finance company under then current expiration date of the applicable Blanket Insurance Premium Financing Arrangementblanket policy described in clause (ii) hereof, as applicable. In making any payment relating (iv) Guarantor shall satisfy the covenants set forth in Section 5.2 of the Guaranty, and (v) Borrower provides Lender evidence of renewal policies prior to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereof, Lender shall credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to Borrowers. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner then current expiration date of the applicable Property and/or Properties. If at any time Lender determines that policy (the Tax and Insurance Escrow Funds are not or will not be sufficient to pay conditions contained in the items set forth in foregoing clauses (i) through (v), collectively, the “Insurance Escrow Funds Waiver Conditions”). If, at any time, Borrower fails to meet any one or more of the Insurance Escrow Funds Waiver Conditions (and Lender has not opted to waive such condition(s) in its sole and absolute discretion), commencing with the next applicable Payment Date and continuing on each Payment Date until such time as all Insurance Escrow Funds Waiver Conditions have again been met, Borrower shall deposit an amount equal to the product of (x) the resulting fraction where (A) the numerator is one (1), and (B) the denominator is the number of Payment Dates then remaining in the then current calendar year, and (y) the amount of Insurance Premiums that Lender reasonably estimates will be payable to obtain and subsequently retain policies of insurance which meet the requirements of Section 6.1 hereof. In addition to the foregoing, if Borrower fails to renew the policy or policies described in clause (ii) above, Lender shall notify Borrowers of such determination and Borrowers shall increase their monthly payments to Lender above by the amount that Lender estimates date which is sufficient to make up the deficiency at least thirty seven (307) days prior to delinquency the expiration thereof, Borrower agrees to notify Lender of such failure, and to keep Lender reasonably apprised of all developments in connection therewith, and if, following such notice, Lender reasonably believes that Borrower will be unable to bind the Taxes and/or policy or policies described in clause (ii) prior to the expiration thereof, then Lender shall have the right, without notice to Borrower, to take such action as Lender deems necessary to protect its interest in the Property, including, without limitation, the obtaining of the Policies, such insurance coverage as the case may beLender in its sole discretion deems appropriate. All earnings of interest on premiums incurred by Lender in connection with such action or in obtaining such insurance and keeping it in effect shall be paid by Borrower to Lender upon demand and, until paid, shall be secured by the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds Security Instrument and shall be disbursed in accordance with this Section 7.2. If Lender so elects bear interest at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the LoanDefault Rate.

Tax and Insurance Escrow Funds. (a) With respect to Policies which any Borrower is obligated to maintain hereunder (“Borrower Policies”), as long as blanket Borrower Policies (specifically permitted by this Agreement) are in effect, Borrowers shall not be required to make any payments under this Section 7.2 with respect to any Borrower Policies of amounts that would otherwise have been used to pay Insurance Premiums, subject to the following sentence. Without limiting the generality of the foregoing, at such time, and from time to time, that any such blanket Borrower Policy (specifically permitted by this Agreement) is not in effect, in addition to any other rights and remedies which Lender may have hereunder, under the other Loan Documents, at law or in equity, Borrowers shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) on each Payment Date, Date 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 delinquency date, and (ii)(A) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such Insurance Premiums that Lender estimates shall then reasonably estimate will be payable for the renewal of the coverage afforded by the non-blanket Borrower Policies for an annual period 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 such non-blanket Borrower Policies (said amounts in the preceding clauses (i) and (ii) being hereinafter called the each a “Tax and Monthly Borrower Insurance Escrow FundsPayment”). Such amounts will be transferred by Lender to an account held by Lender In the event that Borrowers shall make Monthly Borrower Insurance Payments for at least one (1) year and Borrowers are then current in their Insurance Premiums and have coverage paid for at least the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers to Lender. Provided following six (6) months, provided no Event of Default shall exist, Lender will apply the Tax has occurred and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers pursuant to Sections 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicable. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereofis continuing, Lender shall credit such excess against future payments return to be made to Borrowers all of the Tax and Monthly Borrower Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has Payments which have been paid in full shall be transferred to Lender and not otherwise previously applied during the Mezzanine Cash Management Account orcontinuance of any Event of Default, if the Mezzanine Loan has been paid in full, returned to Borrowers. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or Properties. If at any time Lender determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay the items set forth in clauses (i) and (ii) above, Lender shall notify Borrowers of such determination and Borrowers shall increase have no obligation to make any further Monthly Borrower Insurance Payments unless and until they fail to pay any Insurance Premium when due or are otherwise in default of their monthly payments obligations to Lender by maintain any of the amount required Borrower Policies hereunder, in which event Monthly Borrower Insurance Payments shall again be payable hereunder. (b) With respect to Policies which any non-Investment Grade Tenant is obligated to pay for under the terms of its Lease (as opposed to reimbursing the landlord under its Lease for such landlord’s payment of such item) (“Tenant Policies”), on the date hereof, Borrowers shall deposit with Lender, as additional collateral for the Obligations, $10,347, representing one-twelfth of the Insurance Premiums that Lender estimates is sufficient to make up would be payable for the deficiency renewal of the coverage afforded by all of such Tenant Policies at least thirty (30) days prior to delinquency of the Taxes and/or expiration of thereof (the Policies, as “Original Tenant Insurance Deposit”). Other than the case may be. All earnings of interest on the Tax and Original Tenant Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any timeDeposit, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable not be required to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.make any payments under this

Tax and Insurance Escrow Funds. Borrowers (a) Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(Bi) on each Payment Date, 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 delinquency date, and (ii)(Aii) (A) on the Closing Date, an amount equal to $288,259.50 61,103.77 (the “Initial Blanket Insurance Premium Installment”) and (ii)(BB) (1) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C2) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 the preceding clauses (i) and (ii) being hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers Borrower to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicable. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereof, Lender shall credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay the items set forth in clauses (i) and (ii) above, Lender shall notify Borrowers Borrower of such determination and Borrowers Borrower shall increase their 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 delinquency of the Taxes and/or expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers Borrower shall provide, at Borrowers’ Borrower’s expense, a tax service contract for the term of the Loan Term issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers Borrower shall reimburse Lender for the cost of making annual tax searches throughout the term Term. (b) Notwithstanding anything to the contrary contained in this Section 7.2, with respect to the Initial Blanket Insurance Premium Deposit, and the required monthly payments required under clause (ii) above through the end of the Loancurrent policy year, the parties agree as follows: for the period from the date hereof through August 1, 2005, the Property will be covered by a blanket insurance policy as described in Section 6.1(c) of this Agreement, but instead of participating in the Blanket Insurance Premium Financing Arrangement, Borrower will pay its allocable share of the Insurance Premiums in a single installment, due approximately thirty (30) days after the date hereof. Borrower’s allocable share of the annual Insurance Premiums for the blanket policy for the period from the date hereof through August 1, 2005 is the Initial Blanket Insurance Premium Deposit. Borrower has deposited the Initial Blanket Insurance Premium Deposit in the Tax and Insurance Escrow Funds on the date hereof (as set forth in clause (ii)(A) in the immediately preceding paragraph). Borrower will notify Lender in writing at least ten (10) days in advance of the date when such Insurance Premium is due, whereupon Lender will apply such amount to the payment of Borrower’s allocable share of the blanket policy Insurance Premium. On the Payment Dates in April, May, June and July of 2005, Borrower will pay to Lender for deposit in the Tax and Insurance Escrow Funds the sum of $14,380.23 per month. On each Payment Date commencing with the Payment Date occurring in August, 2005, Borrower shall make payments into the Tax and Insurance Escrow Funds as set forth in the preceding paragraph.

Tax and Insurance Escrow Funds. Borrowers Borrower shall pay to Lender (i)(Aa) on the Closing Date, Date an amount equal to initial deposit of $2,029,336.48 0 for Taxes and $0 for Insurance Premiums and (i)(Bb) on each Payment Date, 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 delinquency daterespective due dates, and (ii)(Aii) on the Closing Date, an amount equal to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 the preceding clauses (ia) and (iib) being above hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will ” and the account in which the Taxes and Insurance Escrow Funds are held shall be transferred by Lender hereinafter referred to an account held by Lender (as the “Tax and Insurance Escrow Account”). The Tax Notwithstanding the foregoing, Borrower shall not be required to reserve for any Taxes or Insurance Premiums (i) for so long as the Ally Lease is in effect and Insurance Escrow Funds Borrower is owned and the Monthly Interest Payment shall be added together Controlled by Guarantor; and shall (ii) that are required to be paid as an aggregate sum by Borrowers tenants or, in the case of Insurance Premiums, are self-insured by tenants, pursuant to their respective Lease, provided that such tenants have investment grade credit ratings acceptable to Lender. Provided no Event of Default shall existexists, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections Section 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due Mortgage. Borrower shall be responsible for ensuring the receipt by Lender, at least thirty (30) days prior to the applicable finance company under respective due date for payment thereof, of all bills, invoices and statements for all Taxes and Other Charges to be paid from the applicable Blanket Tax and Insurance Premium Financing ArrangementEscrow Account and at least ten (10) days prior to the respective due date for payment thereof, of all bills, invoices and statements for all Insurance Premiums to be paid from the Tax and Insurance Escrow Account, and so long as applicableno 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 Account. In making any payment relating to the Tax and Insurance Escrow FundsAccount, 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 Funds shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Sections Section 5.1.2 and 6.1 hereof, Lender shall shall, in its sole discretion, return any excess to Borrower or credit such excess against future payments to be made to the Tax and Insurance Escrow FundsAccount. Any amount remaining in the Tax and Insurance Escrow Funds Account after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender reasonably determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay Taxes, Other Charges and Insurance Premiums by the items dates set forth in clauses (ia) and (iib) above, Lender shall notify Borrowers Borrower of such determination and Borrowers Borrower shall increase their 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 delinquency 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. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loan.

Tax and Insurance Escrow Funds. Borrowers (a) 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 by Manager pursuant to the Management Agreement (provided, that to the extent so reserved or paid, Borrower delivers to Lender the invoices and other 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), Borrower shall pay to Lender (i)(A) on the Closing DateLender, an amount equal to $2,029,336.48 and (i)(B) on each Payment DateDate during a Cash Trap Period, one-(i) in any case in which Taxes and Other Charges are not so reserved or paid by the Manager, 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 delinquency date, and (ii)(A) on the Closing Date, an amount equal dates upon which such payments are required to $288,259.50 (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement be made and/or (ii)(Cii) with respect to in any case in which Insurance Premiums are not covered so reserved or paid by a Blanket Insurance Premium Financing Arrangementthe Manager, on each Payment Date, one-one twelfth (1/12th1/12) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 the preceding clauses (i) and (ii) being above hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will The account in which the Tax and Insurance Escrow Funds are held shall hereinafter be transferred by Lender referred to an account held by Lender (as the “Tax and Insurance Escrow Reserve Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Other Charges and Insurance Premiums required to be made by Borrowers Borrower and/or Operating Lessee pursuant to Sections Section 5.1.2 and or Section 6.1 hereof (as applicable) and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicableMortgage. In making any payment relating to the Tax and Insurance Escrow Funds, Lender may do so according to any xxxx, statement or estimate procured from the appropriate public office (with respect to TaxesTaxes and Other Charges) 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 Account, Lender shall, upon Borrower’s written request, reimburse Borrower or Operating Lessee (as applicable) from amounts on deposit in the Tax and Insurance Escrow Account for all real property Taxes, Other Charges and Insurance Premiums actually paid by Borrower or Operating Lessee. 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 (if applicable) and upon the written request of Lender receipts for payment or other evidence reasonably satisfactory to Lender that such real, property Taxes, Other Charges and Insurance Premiums have been paid. If the amount of the Tax and Insurance Escrow Funds shall exceed the amounts due for Taxes Taxes, Other Charges and Insurance Premiums pursuant to Sections Section 5.1.2 and 6.1 hereof, Lender shall shall, in its sole discretion, return any excess to Borrower or credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to Borrowers. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or Properties. If at any time Lender reasonably determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay Taxes, Other Charges and Insurance Premiums by the items dates set forth in clauses (i) and (ii) above, Lender shall notify Borrowers provide written notice to Borrower of such determination and Borrowers shall Borrower shall, commencing with the first Payment Date following Borrower’s receipt of such written notice, increase their 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 delinquency 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. All earnings of interest on Any amounts remaining in the Tax and Insurance Escrow Funds Account after the Debt has been paid in full or the Loan has been defeased shall become part be promptly 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 Tax and Insurance Escrow Funds and shall insurance required to be disbursed in accordance with maintained by Borrower or Operating Lessee under this Section 7.2. If Agreement and/or any other Loan Document is effected under a blanket policy reasonably acceptable to Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term insuring substantially all of the Loan issued real property owned, directly or indirectly, by a tax reporting agency acceptable Guarantor, Borrower shall not be required to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for make deposits pursuant to the cost of making annual tax searches throughout the term of the Loanforegoing with respect to Insurance Premiums.

Tax and Insurance Escrow Funds. Borrowers (a) Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(Bi) on each Payment Date, 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 delinquency date, and (ii)(Aii) (A) on the Closing Date, an amount equal to $288,259.50 22,057.71 (the “Initial Blanket Insurance Premium Installment”) and (ii)(BB) (1) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C2) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th) of such the Insurance Premiums that Lender estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period 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 the preceding clauses (i) and (ii) being hereinafter called the “Tax and Insurance Escrow Funds”). Such amounts will be transferred by Lender to an account held by Lender (the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers Borrower to Lender. Provided no Event of Default shall exist, Lender will apply the Tax and Insurance Escrow Funds to payments of Taxes and Insurance Premiums required to be made by Borrowers Borrower pursuant to Sections 5.1.2 and 6.1 hereof and under the Mortgage and/or to payments due to the applicable finance company under the applicable Blanket Insurance Premium Financing Arrangement, as applicable. In making any payment relating to the Tax and Insurance Escrow Funds, 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereof, Lender shall credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full shall be transferred to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to BorrowersBorrower. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or PropertiesProperty. If at any time Lender determines that the Tax and Insurance Escrow Funds are not or will not be sufficient to pay the items set forth in clauses (i) and (ii) above, Lender shall notify Borrowers Borrower of such determination and Borrowers Borrower shall increase their 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 delinquency of the Taxes and/or expiration of the Policies, as the case may be. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers Borrower shall provide, at Borrowers’ Borrower’s expense, a tax service contract for the term of the Loan Term issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers Borrower shall reimburse Lender for the cost of making annual tax searches throughout the term Term. (b) Notwithstanding anything to the contrary contained in this Section 7.2, with respect to the Initial Blanket Insurance Premium Deposit, and the required monthly payments required under clause (ii) above through the end of the Loancurrent policy year, the parties agree as follows: for the period from the date hereof through August 1, 2005, the Property will be covered by a blanket insurance policy as described in Section 6.1(c) of this Agreement, but instead of participating in the Blanket Insurance Premium Financing Arrangement, Borrower will pay its allocable share of the Insurance Premiums in a single installment, due approximately thirty (30) days after the date hereof. Borrower’s allocable share of the annual Insurance Premiums for the blanket policy for the period from the date hereof through August 1, 2005 is the Initial Blanket Insurance Premium Deposit. Borrower has deposited the Initial Blanket Insurance Premium Deposit in the Tax and Insurance Escrow Funds on the date hereof (as set forth in clause (ii)(A) in the immediately preceding paragraph). Borrower will notify Lender in writing at least ten (10) days in advance of the date when such Insurance Premium is due, whereupon Lender will apply such amount to the payment of Borrower’s allocable share of the blanket policy Insurance Premium. On the Payment Dates in April, May, June and July of 2005, Borrower will pay to Lender for deposit in the Tax and Insurance Escrow Funds the sum of $4,826.78 per month. On each Payment Date commencing with the Payment Date occurring in August, 2005, Borrower shall make payments into the Tax and Insurance Escrow Funds as set forth in the preceding paragraph.

Tax and Insurance Escrow Funds. Borrowers On the date hereof, Borrower shall deposit with Agent the Initial Tax Deposit on account of the Property Taxes next coming due and the Initial Insurance Premiums Deposit on account of the Insurance Premiums next coming due. Additionally, Borrower shall pay to Lender (i)(A) on the Closing Date, an amount equal to $2,029,336.48 and (i)(B) Agent on each Payment Date, one-twelfth Date (a) one‑twelfth (1/12) of the Property Taxes that Lender Agent estimates will be payable during the next ensuing twelve (12) months in order to accumulate with Lender Agent sufficient funds to pay all such Property Taxes at least thirty (30) days prior to their delinquency daterespective due dates, and (ii)(Ab) on the Closing Date, an amount equal to $288,259.50 one‑twelfth (the “Initial Blanket Insurance Premium Installment”) and (ii)(B) for so long as the applicable Blanket Insurance Premium Financing Arrangement remains in full force and effect, on each Payment Date, the Financing Installment for the next occurring payment under the applicable Blanket Insurance Premium Financing Arrangement and/or (ii)(C) with respect to any Insurance Premiums not covered by a Blanket Insurance Premium Financing Arrangement, on each Payment Date, one-twelfth (1/12th1/12) of such the Insurance Premiums that Lender Agent estimates will be payable for the renewal of the coverage afforded by the Policies for an annual period upon the expiration thereof 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 the foregoing amounts in the preceding clauses (i) and (ii) being so deposited USActive 36631986.12 -128- with Agent are hereinafter called the “Tax and Insurance Escrow Funds”). Such ” and the account in which such amounts will are held shall hereinafter be transferred by Lender referred to an account held by Lender (as the “Tax and Insurance Escrow Account”). The Tax and Insurance Escrow Funds and the Monthly Interest Payment shall be added together and shall be paid as an aggregate sum by Borrowers to Lender. Provided no Event of Default shall existAt Agent’s option, Lender will apply the Tax and Insurance Escrow Funds Account shall be maintained as a Subaccount of the Cash Management Account or be an account maintained by Servicer either at Servicer or at an Eligible Institution. Notwithstanding the foregoing, provided no Event of Default is continuing and further provided the Property is not located in a “special flood hazard area”, Agent agrees that upon delivery to payments Agent by Borrower of Taxes and Insurance Premiums evidence satisfactory to Agent that the Policies of insurance required to be made maintained by Borrowers Borrower pursuant to Sections 5.1.2 Section 6.1.1 are maintained pursuant to blanket insurance Policies covering the Property and 6.1 hereof other properties and which blanket insurance Policies otherwise comply with the requirements of Section 6.1.1 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 Mortgage and/or Policies as to payments due which certificates are delivered at or prior to the applicable finance company under the applicable Blanket Insurance Premium Financing ArrangementClosing Date, as applicable. In making any payment relating to the Tax and Insurance Escrow Fundssuch period, 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 Premiumsif less than one year), without inquiry into then Borrower’s obligation to make monthly deposits for the accuracy payment 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 Funds shall exceed the amounts due for Taxes and Insurance Premiums pursuant to Sections 5.1.2 and 6.1 hereof, Lender shall credit such excess against future payments to be made to the Tax and Insurance Escrow Funds. Any amount remaining in the Tax and Insurance Escrow Funds after the Debt has been paid in full this Section 7.1.1 shall be transferred suspended. Upon request of Agent, Borrower shall provide evidence satisfactory to the Mezzanine Cash Management Account or, if the Mezzanine Loan has been paid in full, returned to Borrowers. In allocating such excess, Lender may deal with the Person shown on the records of Lender to be the owner of the applicable Property and/or Properties. If at any time Lender determines Agent that the Tax and Insurance Escrow Funds Premiums payable in connection with such blanket insurance Policies are not or will not be sufficient to pay the items set forth in clauses (i) and (ii) above, Lender shall notify Borrowers of such determination and Borrowers shall increase their monthly payments to Lender by the amount that Lender estimates paid as soon as appropriate evidence 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. All earnings of interest on the Tax and Insurance Escrow Funds shall become part of the Tax and Insurance Escrow Funds and shall be disbursed in accordance with this Section 7.2. If Lender so elects at any time, Borrowers shall provide, at Borrowers’ expense, a tax service contract for the term of the Loan issued by a tax reporting agency acceptable to Lender. If Lender does not so elect, Borrowers shall reimburse Lender for the cost of making annual tax searches throughout the term of the Loanreasonably available.