Common use of Title and Condition Clause in Contracts

Title and Condition. (a) Each Leased Property is demised and let subject to (i) the Permitted Encumbrances related to such Leased Property, (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such Leased Property as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND LANDLORD LEASES AND WILL LEASE, AND TENANT TAKES AND WILL TAKE, EACH LEASED PROPERTY “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY LEASED PROPERTY, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specifications, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any Leased Property, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each Leased Property prior to the execution and delivery of the Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased Property. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased Property, and (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property Premises as of the commencement of the TermCommencement Date, without representation or warranty by LandlordXxxxxxxx; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD HAS NOT MADE AND WILL NOT MAKE ANY INSPECTION OF ANY OF THE LEASED PROPERTYPREMISES, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY PREMISES “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is are satisfactory to it. In the event of any defect or deficiency in any of the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any of the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant Xxxxxx acknowledges and agrees that Tenant Xxxxxx has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this LeaseLease as of the date hereof. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased PropertyGuaranties. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Lease, provided that Landlord shall also retain the right to enforce any the Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby Any monies collected by Xxxxxx (net of reasonable out-of-pocket collection expenses) under any of the Guaranties shall be used to effect the replacement or repair with respect to which such monies were claimed. Xxxxxxxx xxxxxx agrees to execute and deliver, at TenantXxxxxx’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In , provided that, in confirmation of such reassignment, Tenant shall promptly execute and deliver promptly any certificate or other instrument which Landlord may reasonably request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval This Lease is being entered into contemporaneously with the execution of the form thereofAgreement for Purchase and Sale (“PSA”) by Xxxxxx and Landlord dated January 29, not to be unreasonably withheld; provided2024. In the event of any discrepancies between the terms of this Lease and the PSA, however, that no such Easement shall result in any material diminution in the value or utility terms of the related Leased Property for use as an office building, branch banking facility or for Lease shall be controlling. In the event of any other lawful purpose and, further provided, that no such Easement shall render the use termination of the related Leased Property dependent upon any other property or conditionPSA, each this Lease shall simultaneously terminate and be of which Tenant no further force and effect. For the avoidance of doubt, the Commencement Date shall certify not occur and this Lease shall not be effective until such time as Landlord acquires title to Landlord and Lenders in writing delivered with Tenant’s request with respect the Land pursuant to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding terms of the establishment of any EasementPSA.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyEncumbrances, (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY OF THE LEASED PROPERTYPREMISES, AND LANDLORD LEASES AND WILL LEASE, AND TENANT TAKES AND WILL TAKE, EACH THE LEASED PROPERTY PREMISES “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is are satisfactory to it. In the event of any defect or deficiency in any of the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any of the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased PropertyGuaranties. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased PropertyLease. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property Premises for use as an office building, branch banking facility building or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property Premises dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased Property, and (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property Premises as of the commencement of the TermClosing Date, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expiredexpired or which may hereafter expire. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND LANDLORD LEASES AND WILL LEASE, AND TENANT TAKES AND WILL TAKE, EACH THE LEASED PROPERTY PREMISES “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, DESIGN, LOCATION, USE, OPERATION, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY DURABILITY, ENVIRONMENTAL OR OPERATIONSOIL CONDITION OR AVAILABILITY OF UTILITIES, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO TO ANY OF THE FOREGOING ARE TO BE BORNE BY TENANT. Tenant acknowledges and agrees that each (i) the Leased Property is Premises are of its selection and to its specifications, and that each (ii) the Leased Property has Premises have been inspected by Tenant and is are satisfactory to itit and (iii) Tenant has examined the title to the Leased Premises prior to the execution and delivery of this Lease and has found such title to be satisfactory for the purposes contemplated by this Lease. In the event of any defect or deficiency in any the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph Section 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant acknowledges Subject to Section 27 and so long as no Event of Default has occurred and is continuing, Landlord agrees that during the Term, Tenant has examined the title to each Leased Property prior to the execution shall have sole and delivery exclusive possession of the Lease Supplement therefor Leased Premises, and has found such title to be satisfactory for Landlord agrees that during the purposes contemplated by Term of this Lease, without Tenant’s prior written consent (i) no other improvements may be constructed by Landlord within or on the Leased Premises, and (ii) Landlord shall not grant to any Person the right to lease, enter upon or use or occupy any portion of the Leased Premises during the Term other than Tenant and its contractors, employees, customers and invitees. (d) If as of the Closing Date there are any contracts, escrow agreements, declarations, easements, or other agreements, arrangements or documents of any kind relating to the Leased Premises or binding upon or inuring to the benefit of the owner of the Leased Premises providing for any obligations, payments, receipts, rights, credits or benefits that would have been binding upon or would have inured to the benefit of Tenant or any Affiliate thereof but for the sale of the Leased Premises to Landlord, then Tenant shall timely perform and pay such obligations and Tenant shall be entitled to the receipts, rights, and benefits in connection therewith to the extent that such performance is required or the benefits are receivable during the Term, it being understood that the foregoing provision shall not apply to any tax benefits, including any depreciation, to which the owner of the Leased Premises is entitled. (e) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased PropertyWarranties, if any. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Lease, provided that Landlord shall also retain the right to enforce any Guaranties assigned the Warranties in the name of Tenant during the continuance of an Event of Default. Any monies collected by Tenant (net of reasonable out-of-pocket collection expenses) under any of the Warranties during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(dSection 3(c). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property Warranties shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In , provided that, in confirmation of such reassignment, Tenant shall promptly execute and deliver promptly any certificate or other commercially reasonable instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (ef) Landlord agrees to enter into, at Tenant’s expense, such Easements Record Agreements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement Record Agreement shall (i) result in any material diminution in the value or utility of the related Leased Property Premises for use as an office building, branch banking facility a distribution center (a “Facility”) or for any other lawful purpose and, further provided, that no such Easement shall (ii) render the use of the related Leased Property Premises dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with condition or materially affect Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable obligations under the Lease Guaranty, in each case notwithstanding the establishment of any Easementthis Lease.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyEncumbrances, (ii) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (iii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiiiv) the condition of such the Leased Property Premises in all respects as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in acceptable condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY PREMISES “AS ISIS WITH ALL FAULTS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY MATTERS CONCERNING THE LEASED PROPERTYPREMISES, INCLUDING INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY OR (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specifications, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any Leased Property, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. (c) Tenant acknowledges and agrees that Tenant has examined the title to each Leased Property prior to the execution and delivery of the Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenanton a non-exclusive basis, all Guaranties with assignable warranties, guaranties, indemnities and similar rights (collectively “Warranties”) which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect Lease, whereupon such assignment shall cease and all of the Warranties shall automatically revert to the related Leased PropertyLandlord. In confirmation of such reversion Tenant shall execute and deliver promptly any certificate or other document reasonably required by Landlord. Landlord shall also retain the right to enforce any Guaranties assigned in guaranties (i) to the name extent of Tenant during Landlord’s obligations hereunder, and (ii) upon the continuance occurrence of an Event of Default. Tenant in its reasonable discretion, may enforce and shall comply with the terms of all Warranties in accordance with their respective terms, provided that if Tenant does not enforce any Warranty, Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may shall have the full benefit of the assignment effected or intended right to be effected by this Paragraph 3(d)do so. Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly not take any certificate or other instrument actions which Landlord may request. Any monies collected by Tenant under would cause any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over Warranties to Landlordlapse. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, IS WHERE IS AND WITH ALL FAULTS. TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY OR (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) to the Leased Premises is in Landlord and except, as provided in Paragraph 35 hereof with respect to certain rights of refusal to purchase the Leased Premises that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of appropriate quality for industrial facilities, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord and Tenant agree that it is their mutual intent to create, and that this Lease constitutes, a master lease with respect to each and every parcel of Land, Improvements and Equipment including in any and all of the Leased Premises (wherever located), that this Lease is not intended and shall not be construed to be separate leases and that all the terms and conditions hereof shall govern the rights and obligations of Landlord and Tenant with respect thereto. Any Event of Default hereunder in connection with any Leased Premises shall be deemed to be an Event of Default with respect to the entire Leased Premises (wherever located). (e) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively “Warranties”) which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect Lease, whereupon such assignment shall cease and all of said Warranties, guaranties, indemnities and other rights shall automatically revert to the related Leased PropertyLandlord. In confirmation of such reversion Tenant shall execute and deliver promptly any certificate of other document reasonably required by Landlord. Landlord shall also retain the right to enforce any Guaranties assigned in guaranties upon the name of Tenant during the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have To the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignmentextent it can legally do so, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held enforce all Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood . Tenant covenants and agreedagrees that no later than May 15, however, that the recital 2002 Tenant shall provide to Landlord and Lender (A) a release or vacation of the Permitted Encumbrances herein portion of the Easements that encroach underneath the Improvements at the Clinton Premises recorded at Liber 7353, Page 183 and Liber 7526, Page 369 with the Register of Deeds Office Macomb County (the “Encroaching Easement”) and (B) an update of the ALTAIACSM survey of the Clinton Premises dated March 19, 2002 prepared by Xxxxxx Xxxxxx & Co. showing the deletion of the Encroaching Easement which survey shall not be construed as a revival of any thereof which for any reason may have expiredin form and substance satisfactory to Landlord and Lender. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, IS WHERE IS AND WITH ALL FAULTS. TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY OR (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) to the Leased Premises is in Landlord and except, as provided in Paragraph 35 hereof with respect to certain rights of refusal to purchase the Leased Premises that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of appropriate quality for industrial facilities, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord and Tenant agree that it is their mutual intent to create, and that this Lease constitutes, a master lease with respect to each and every parcel of Land, Improvements and Equipment including in any and all of the Leased Premises (wherever located), that this Lease is not intended and shall not be construed to be separate leases and that all the terms and conditions hereof shall govern the rights and obligations of Landlord and Tenant with respect thereto. Any Event of Default hereunder in connection with any Leased Premises shall be deemed to be an Event of Default with respect to the entire Leased Premises (wherever located). (e) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively “Warranties”) which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect Lease, whereupon such assignment shall cease and all of said Warranties, guaranties, indemnities and other rights shall automatically revert to the related Leased PropertyLandlord. In confirmation of such reversion Tenant shall execute and deliver promptly any certificate of other document reasonably required by Landlord. Landlord shall also retain the right to enforce any Guaranties assigned in guaranties upon the name of Tenant during the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have To the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignmentextent it can legally do so, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held enforce all Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased Property, and (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property Premises as of the commencement of the TermClosing Date, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD HAS NOT MADE AND WILL NOT MAKE ANY INSPECTION OF ANY OF THE LEASED PROPERTYPREMISES, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY PREMISES “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is are satisfactory to it. In the event of any defect or deficiency in any of the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any of the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this LeaseLease as of the date hereof. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased PropertyGuaranties. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Lease, provided that Landlord shall also retain the right to enforce any the Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d)) and the ability to enforce the Guaranties during the Term hereof. Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In , provided that, in confirmation of such reassignment, Tenant shall promptly execute and deliver promptly any certificate or other instrument which Landlord may reasonably request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements Record Agreements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld, delayed, or conditioned; provided, however, that no such Easement Record Agreement shall result in any material diminution in the value or utility of the related Leased Property Premises for use as an office building, branch banking facility or for any other lawful purpose a Facility and, further provided, that no such Easement Record Agreement shall render the use of the related Leased Property Premises dependent upon any other property or conditioncondition or affect Tenant’s obligations under this Lease, each of which Tenant shall certify and affirm to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any EasementRecord Agreement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased Property, and (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property Premises as of the commencement of the TermCommencement Date, without representation or warranty by LandlordXxxxxxxx; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD HAS NOT MADE AND WILL NOT MAKE ANY INSPECTION OF ANY OF THE LEASED PROPERTYPREMISES, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY PREMISES “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is are satisfactory to it. In the event of any defect or deficiency in any of the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any of the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant Xxxxxx acknowledges and agrees that Tenant Xxxxxx has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this LeaseLease as of the date hereof. (d) Landlord hereby assigns, without recourse or representation or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased PropertyGuaranties. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Lease, provided that Landlord shall also retain the right to enforce any the Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby Any monies collected by Xxxxxx (net of reasonable out-of-pocket collection expenses) under any of the Guaranties shall be used to effect the replacement or repair with respect to which such monies were claimed. Xxxxxxxx xxxxxx agrees to execute and deliver, at TenantXxxxxx’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In , provided that, in confirmation of such reassignment, Tenant shall promptly execute and deliver promptly any certificate or other instrument which Landlord may reasonably request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Existing Improvements are in acceptable condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE EXISTING IMPROVEMENTS HAVE BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated hereby. Tenant represents and warrants that (i) Tenant has conveyed fee simple title (both legal and equitable) in the Leased Premises to Landlord and that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) the Existing Improvements conform and on the applicable Final Completion Date the applicable Project shall conform to all material Legal Requirements and all Insurance Requirements, (iii) to Tenant's knowledge all permits, licenses, approvals, consents and easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors engaged by this LeaseTenant and to Tenant's knowledge, all subcontractors who have performed work on or supplied materials to the Existing Improvements have been fully paid or Tenant is holding retainage sufficient to pay such contractors in full, and all materials and supplies have been fully paid for or Tenant is holding retainage sufficient to pay for such materials and supplies in full, (v) the Existing Improvements have been fully completed, and on the applicable Final Completion Date the applicable Project shall be completed in all material respects in a workmanlike manner of first class quality, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects, and on the Project I Final Completion Date and Project II Final Completion Date, as applicable, all Equipment necessary or appropriate for the use and operation of the applicable Project shall have been installed and shall be fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall warranties, all Guaranties with guaranties, indemnities and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default occurs or until the expiration or earlier termination of this Lease, whereupon such assignment shall be held in trust by Tenant cease and promptly paid over all of said warranties, guaranties, indemnities and other rights shall automatically revert to Landlord. (e) As of the date hereof, Landlord has acquired a portion of the Project I Improvements. Tenant covenants and agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject cause the Project I Improvements to Landlord’s approval be completed in a good and workmanlike manner no later than the Project I Final Completion Date in accordance with the terms of the form thereofCompletion Agreement and shall pay in full all Project I Costs no later than April 1, not to be unreasonably withheld; provided1998, subject, however, that no such Easement to Tenant's right to contest under Paragraph 14 hereof. All acknowledgments of Tenant regarding the Leased Premises contained in Paragraph 3(b) shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify be deemed to Landlord and Lenders in writing delivered with Tenant’s request have been made with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder Project I as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under of the Lease Guaranty, in each case notwithstanding the establishment of any EasementProject I Final Completion Date.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased Propertyterms of the Ground Lease, (ii) the Mortgage and Assignment presently in effect, (iii) the rights of any Persons in possession of the Leased Premises, (iv) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (v) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (vi) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivii) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) leasehold title to the Land and the fee simple title to the Improvements and Equipment (both legal and equitable) is in Landlord and, except as provided in Paragraph 35 hereof with respect to an option to purchase the Leased Premises that Tenant has only a leasehold right of possession and use of the Leased Premises, as provided herein, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively, "WARRANTIES") which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect Lease, whereupon such assignment shall cease and all of the Warranties, guaranties, indemnities and other rights shall automatically revert to the related Leased PropertyLandlord. In confirmation of such reversion Tenant shall execute and deliver promptly any certificate or other document reasonably required by Landlord. Landlord shall also retain the right to enforce any Guaranties assigned in guaranties upon the name of Tenant during the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of enforce the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT ----- LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) is in Landlord and that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) the Improvements conform to all material Legal Requirements and all material Insurance Requirements, (iii) to the best knowledge of Tenant, all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) to the best knowledge of Tenant, all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively, "Warranties") which Landlord may have against any ------------ manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute Warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of enforce the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let "as is," "where is" subject to to: (i) the Permitted Encumbrances related to such Leased Property, Encumbrances; (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, ; and (iii) the condition of such the Leased Property Premises as of the commencement of the Term, in each case, without representation or warranty by Landlord; it being understood and agreed, however, that the . The recital of the Permitted Encumbrances herein shall in this Lease may not be construed as a revival of any thereof Permitted Encumbrances which for any reason may have expired. (b) LANDLORD HAS NOT MADE AND WILL NOT MAKE ANY INSPECTION OF ANY OF THE LEASED PROPERTYPREMISES, AND LANDLORD LEASES AND WILL LEASE, AND TENANT TAKES AND WILL TAKE, EACH THE LEASED PROPERTY “PREMISES "AS IS”, ," "WHERE IS" AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER UNDER THIS LEASE OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL MAY LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREINWORKMANSHIP, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO'S TITLE, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT THAT, ALL RISKS OF ANY KIND INCIDENT THERETO TO THE OWNERSHIP, USE, OCCUPANCY, POSSESSION OR OPERATION OF THE LEASED PREMISES, INCLUDING, WITHOUT LIMITATION, ALL RISKS OF ANY KIND TO ANY PERSON IN, ON OR ABOUT THE LEASED PREMISES, ARE TO BE BORNE BY TENANT, BUT EXCLUDING THE WILLFUL MISCONDUCT OR GROSS NEGLIGENCE OF LANDLORD. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is satisfactory are satisfactory. Landlord will not have any responsibility or liability with respect to it. In the event of any defect or deficiency in any the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any specialactual, incidental or consequential damages (including strict liability in tort). Tenant agrees that it has selected and operated the Leased Premises and that Landlord cannot, as a factual matter, have in any way engaged in willful misconduct or been grossly or otherwise negligent with respect to any aspect of the Leased Premises now existing. The provisions of this Paragraph Section 3(b) have been negotiated, negotiated and the foregoing provisions are intended to be a complete exclusion and negation of any representations and warranties by Landlord, express or implied, with respect to any the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code uniform commercial code or any other law Law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with warranties, guaranties and indemnities, express or implied, and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect of the Leased Premises, including, but not limited to, any rights and remedies existing under contract or pursuant to each Leased Propertythe uniform commercial code (collectively, the "Guarantees"). Such assignment shall will remain in effect until the termination or expiration of this Lease with respect to the related Leased PropertyLease. Landlord shall also retain retains the right to enforce any Guaranties Guarantees assigned in the name of Tenant during upon the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, deliver at Tenant’s expense, 's expense such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph Section 3(d). Upon the termination or expiration of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property shall Guarantees will automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be is self-operative and no further instrument of reassignment shall will be required. In required in confirmation of such reassignment. Notwithstanding the terms of the preceding sentence, Tenant shall also execute and deliver promptly any certificate or other instrument which such further documents as Landlord may requestreasonably request in order that Landlord may have full benefit to enforce Guarantees upon the occurrence of an Event of Default or upon termination or expiration of this Lease. Any monies collected by Tenant under any of the Guaranties Guarantees after the occurrence of and during the continuation of an Event of Default shall will be held in trust by Tenant and promptly paid over to Landlord. (e) Upon Tenant's written request, Landlord agrees to shall enter into, at Tenant’s 's expense, such Easements easements, covenants, waivers, approvals or restrictions for utilities, parking or other matters as reasonably requested by Tenantare desirable to Tenant for operation of the Leased Premises or adjacent properties (collectively, "Easements"), subject to Landlord’s 's and any Lender's approval of the form thereofand substance of such Easement, not to be unreasonably withheld; provided, however, withheld or delayed. Landlord need not enter into any Easement that no such Easement shall would result in any material the diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further providedPremises, that no such Easement shall would render the use of the related Leased Property Premises dependent upon any other property or condition, each that would condition the use of which Tenant shall certify the Leased Premises upon the use of any other property. Tenant's request (i) must be sent to both Landlord and Lenders any Lender in writing delivered with writing, by registered or certified U.S. mail only, return receipt requested, postage prepaid, (ii) must certify that, in Tenant’s request with respect 's opinion, the Easement would not have an effect described in the preceding sentence, (iii) must state the consideration or other benefit to the Leased Premises, if any, to be paid or received for such Easement. Tenant’s request shall also ; (iv) must include Tenant’s 's written undertaking acknowledging that Tenant shall remain remains liable hereunder under this Lease as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement and (z) shall obligate Tenant to provide Landlord and any Lender with such other instruments, certificates and opinions of counsel as Landlord or any Lender may reasonably request to confirm the foregoing. If either Landlord or any Lender fails to approve the form of any such Easement, within a period of 30 days from their respective receipt of Tenant's request, then either Landlord or any Lender, as the case may be, will be deemed to have disapproved the form of any such Easement. Within 15 days after Landlord's or any Lender's written request therefor, which request must contain reasonable supporting information, Tenant shall pay the reasonable attorney fees and third-party consulting fees incurred by Landlord and any Lender in connection with the review of Tenant's request, to a maximum of $2,000 each. Any such Easement shall be at the cost and expense of Tenant. Any consideration paid in connection with any such Easement shall be paid to the Landlord. In no event shall Landlord be obligated to perform any obligations in connection with such Easement that cannot be assumed and/or performed by Tenant. (f) Tenant shall perform all obligations of and pay all out-of-pocket expenses which Landlord, as owner of the Leased Premises, may be required to pay in accordance with any Permitted Encumbrances, and shall comply with all of the terms and conditions of any Permitted Encumbrances applicable to Landlord during the Term. Tenant further covenants and agrees to indemnify, defend and hold harmless Landlord and any Lender against any claim, loss or damage suffered by Landlord or any Lender by reason of Tenant's failure to perform any obligations or pay any expenses as required under any of the Permitted Encumbrances or comply with the terms and conditions of any of the Permitted Encumbrances as provided in this Section 3(f) during the Term.

Title and Condition. (a) Each The Leased Property is Premises are demised and let leased subject to (i) the Permitted Encumbrances related to such Leased PropertyEncumbrances, (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property Premises as of the commencement of the Term, ; without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is are satisfactory to it. In the event of any defect or deficiency in any of the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b3 (b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any of the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code uniform commercial code or any other law Law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties warranties, guaranties and indemnities, express or implied, and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect of any of the Leased Premises, including, but not limited to, any rights and remedies existing under contract or pursuant to the uniform commercial code (collectively, the “guaranties”), but expressly reserving unto Landlord the right to jointly (with respect Tenant) or separately enforce any warranties or similar rights relating to each Leased Propertybuilding shell design and construction. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased PropertyLease. Landlord shall also retain the right to enforce any Guaranties guaranties assigned in the name of Tenant during upon the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, deliver at Tenant’s expense, expense such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d3 (d). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property guaranties shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, reassignment Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord acknowledges and understands that the Leased Premises covers one of multiple adjacent parcels either leased or owned by Tenant and that Tenant contemplates establishing a campus environment of which the Leased Premises will be a primary component. Landlord agrees to enter into, at Tenant’s expenseexpense (insofar as any required documentation), such Easements easements, covenants, waivers, approvals or restrictions for utilities, parking or other matters as desirable for operation of the Leased Premises or properties adjacent thereto (collectively, “Easements”) as reasonably requested by Tenant, subject to Lender’s and Landlord’s approval of the form thereof, not to be unreasonably withheldwithheld or delayed; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property Premises for use as an a mixed use office building(including research and development), branch banking and industrial facility or for any other lawful purpose and, and further provided, provided that no such Easement shall render the use of the related Leased Property Premises dependent upon any other property or conditioncondition the use of the Leased Premises upon the use of any other property, each of which Tenant shall certify to Landlord and Lenders Lender in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement. If either Landlord or Lender shall fail to approve or disapprove the form of any such Easements, within a period of twenty (20) days from their respective receipt of same, then either Landlord or Lender, as the case may be, shall be deemed to have approved the form of any such Easement. (f) Tenant agrees that Tenant is obligated to and shall perform all obligations of the owner of the Leased Premises under and pay all expenses which the owner of the Leased Premises may be required to pay in accordance with any declaration, reciprocal easement agreement or any other agreement or document of record now, or of record in the future if created or filed by or with the consent of Tenant (Tenant hereby agreeing that all Permitted Encumbrances shall be deemed to have been filed with the consent of Tenant), affecting the Leased Premises, herein referred to collectively as the REA, and that Tenant shall comply with all of the terms and conditions of the REA during the Term of this Lease. Tenant further covenants and agrees to indemnify, defend and hold harmless Landlord and Lender against any claim, loss or damage suffered by Landlord or Lender by reason of Tenant’s failure to perform any obligations or pay any expenses as required under this Lease or under any REA or comply with the terms and conditions of any REA as herein above provided during the Term of this Lease.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment by Landlord presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such Leased Property as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired.violation (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT. ALL RISKS INCIDENT THERETO TO THE FOREGOING ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT AS OF THE OCCUPANCY DATE THE LEASED PREMISES WILL HAVE BEEN INSPECTED BY TENANT AND SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Lease.hereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) is in Landlord and that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) the Structures conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) except as shown on the schedule of even date delivered to Landlord, all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) the Structures (except for the Tenant Improvements) have been fully completed in all material respects in a workmanlike manner of first class quality, (vi) all Equipment (except for the Tenant Improvements) necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects, and (vii) upon completion of the Tenant Improvements (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall warranties, all Guaranties with guaranties, indemnities and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute said warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment in effect as of the Commencement Date, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) is in Landlord that Tenant has only the leasehold right of possession and use of the Leased Premises, as provided herein, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively, “Warranties”) which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect Lease, whereupon such assignment shall cease and all of the Warranties shall automatically revert to the related Leased PropertyLandlord. In confirmation of such reversion Tenant shall execute and deliver promptly any certificate or other document reasonably required by Landlord. Landlord shall also retain the right to enforce any Guaranties assigned in Warranties upon the name of Tenant during the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of enforce the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such rights of any Persons in possession of the Leased PropertyPremises, (ii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, but excluding any liens or encumbrances resulting solely from the acts of Landlord without the consent of Tenant (other than any lien of any Lender as contemplated by this Lease), (iii) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (iv) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiiv) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR 11 REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY (xiv) OPERATION OR OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by hereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) to the Leased Premises is in Landlord and except, as provided in Paragraph 35 hereof with respect to certain rights of refusal to purchase the Leased Premises that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) this LeaseLease is a single Lease for multiple properties and shall not be terminable with respect to less than all of the Leased Premises or severable with respect to any one or more Related Premises except as specifically provided herein, (iii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iv) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (v) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (vi) the Improvements have been fully completed in all material respects in a good and workmanlike manner, and (vii) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute said warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY (xiv) OPERATION OR OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latentLANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY DIRECT, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by hereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) to the Leased Premises is in Landlord and that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) this LeaseLease is a single Lease for multiple properties and shall not be terminable with respect to less than all of the Leased Premises or severable with respect to any one or more Related Premises except as specifically provided herein, (iii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iv) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (v) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (vi) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vii) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall warranties, all Guaranties with guaranties, indemnities and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default (and provided that the same shall be continuing) occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute said warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. Tenant acknowledges that the Premises are subject to (a) Each Leased Property is demised the rights of any parties in possession and let subject to the existing state of the title as of the Commencement Date (i) the Permitted Encumbrances related to such Leased Propertyas defined below), (iib) any state of facts which an accurate survey or physical inspection thereof might show, (c) all Legal Requirements zoning regulations, restrictions, easements, agreements of record, rules and Insurance Requirementsordinances, including building restrictions and other laws and regulations (including, without limitation, Environmental Laws, as defined below) now in effect or hereafter adopted by any existing violation of any thereofgovernmental authority having jurisdiction, and (iiid) the condition of such Leased Property any buildings, structures and other improvements located thereon, as of the commencement of the TermCommencement Date, all without representation or warranty of any kind by Landlord or by any agent of Landlord. Tenant represents that, prior to entering into this Lease, it examined all such studies, reports, inspections, surveys, title reports, land records, zoning ordinances, building codes, laws, public records and other documents and information, and conducted all such independent inspections and investigations, as Tenant deemed necessary with respect to all the foregoing and other restrictions applicable to and the condition of the Premises and has found the same to be satisfactory to it. Tenant acknowledges that no study, report, survey, books, records or other information provided by Landlord or provided by any third-party, whether or not paid for by Landlord, shall constitute any representations or warranty by Landlord. Tenant unconditionally accepts the Premises "As Is" as of the Commencement Date; it being understood and agreedprovided, however, that the recital of the Permitted Encumbrances herein foregoing shall not be construed as a revival limit Tenant's rights under Section 23 in the event of any thereof which for any reason may have expired. Material Title Defect (b) as defined below). THE PROVISIONS OF THIS SECTION 2 HAVE BEEN NEGOTIATED AND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION BY THE LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTYOF, AND THE LANDLORD LEASES AND WILL LEASE, AND TENANT TAKES AND WILL TAKE, EACH LEASED PROPERTY “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADEDOES HEREBY DISCLAIM, ANY WARRANTY OR REPRESENTATIONAND ALL WARRANTIES BY THE LANDLORD, EXPRESS OR IMPLIED, WITH RESPECT TO THE PREMISES OR ANY LEASED PROPERTYPORTION THEREOF, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS WHETHER ARISING PURSUANT TO THE QUALITY OF THE MATERIAL UNIFORM COMMERCIAL CODE OR WORKMANSHIP THEREINANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR OTHERWISE AND TENANT HEREBY ACKNOWLEDGES AND ACCEPTS SUCH EXCLUSION, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specifications, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any Leased Property, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseNEGATION AND DISCLAIMER. (c) Tenant acknowledges and agrees that Tenant has examined the title to each Leased Property prior to the execution and delivery of the Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased Property. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyEncumbrances, (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property Premises as of the commencement of the Term, ; without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTYEXCEPT AS SPECIFICALLY SET FORTH IN THIS LEASE, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY PREMISES “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is are satisfactory to itTenant. In the event of any defect or deficiency in any of the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any of the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code UCC or any other law Legal Requirements now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased PropertyGuaranties. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased PropertyLease. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant upon the occurrence and during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, deliver at Tenant’s expense, expense such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, reassignment Tenant shall execute and deliver promptly any certificate or other instrument of assignment which Landlord may reasonably request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, execute, acknowledge and deliver, at Tenant’s expense, such Easements as reasonably requested by Tenant (and use commercially reasonable efforts, at Tenant’ expense, to obtain non-disturbance agreements respecting such Easements from Lender or other holder of any Mortgage, superior lease or the like respecting the Leased Premises), subject to Lender’s and Landlord’s approval of the form and substance thereof, not to be unreasonably withheldwithheld or delayed; provided, however, that Tenant shall agree to perform Landlord’s obligations (if any) at its expense under such Easement, no such Easement shall result in any material diminution in the value or utility of the related Leased Property Premises for use as an office buildingin accordance with the uses permitted by local zoning ordinances for comparable properties in the vicinity of the Leased Premises, branch banking facility or for any other lawful purpose and, and further provided, provided that no such Easement shall render the use of the related Leased Property Premises dependent upon any other property or conditioncondition the use of the Leased Premises upon the use of any other property, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement. Tenant’s obligation to pay Basic Rent or Additional Rent hereunder shall not xxxxx or otherwise be affected by Landlord or Lender’s failure to approve any Easement hereunder. (f) Tenant agrees that Tenant is obligated to and shall perform all obligations of the owner of the Leased Premises under and pay all expenses which the owner of the Leased Premises may be required to pay in accordance with any REA or Easements, and that Tenant shall comply with all of the terms and conditions of such REA or Easements during the term of this Lease. Tenant further covenants and agrees to indemnify, defend and hold harmless Landlord against any claim, loss or damage suffered by Landlord by reason of Tenant’s failure to perform any obligations or pay any expenses as required under any REA or Easements or comply with the terms and conditions of any REA or Easements as hereinabove provided during the term of this Lease.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such rights of any Persons in possession of the Leased PropertyPremises, (ii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iii) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (iv) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiiv) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, IS ON THE DATE HEREOF AND ON THE COMPLETION DATE. TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) is in Landlord and that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) except for the Renovation Work to be performed, the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vi) except for the Renovation Work to be performed, all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively, “Warranties”) which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect Lease, whereupon such assignment shall cease and all of Warranties, guaranties, indemnities and other rights shall automatically revert to the related Leased PropertyLandlord. In confirmation of such reversion Tenant shall execute and deliver promptly any certificate or other document reasonably required by Landlord. Landlord shall also retain the right to enforce any Guaranties assigned in guaranties upon the name of Tenant during the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of enforce the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements All Improvements constructed and Equipment installed as reasonably requested by Tenant, subject to Landlord’s approval part of the form thereofRenovation Work will be owned by Landlord and are included within the Leased Premises. Tenant acknowledges that the Renovation Work has not yet been completed, not and Tenant represents and warrants that it shall cause the TI Work to be unreasonably withheld; providedcompleted in accordance with the Plans, however, that no such Easement shall result in any material diminution whether or not the amount being held in the value Renovation Work Escrow Account is sufficient therefor. Landlord does not and will not make any representations or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request warranties with respect to such Easementany of the Renovation Work. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal further acknowledges that, upon occurrence of an event of default beyond any applicable notice and not merely as a surety cure period by Tenant under any contract or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under agreement for the Lease GuarantyTI Work, Landlord, in each case notwithstanding addition to all other remedies of Landlord under this Lease, shall have the establishment right, but not the obligation, to complete the TI Work in accordance with the Plans. If Landlord so completes the TI Work, Tenant will not be excused from paying all Rent due pursuant to the terms of this Lease, and Landlord shall have the right to exercise any Easementor all of its remedies hereunder following an Event of Default. All acknowledgments of Tenant regarding the Leased Premises contained in Paragraph 3(b) shall be deemed to have been made again as of the Roosevelt III Effective Date and the Completion Date.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) is in Landlord and that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) to the best of its knowledge and belief, the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively, "Warranties") which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute Warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of enforce the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such rights of any Persons in possession of the Leased PropertyPremises, (ii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, but excluding any liens or encumbrances resulting solely from the acts of Landlord without the consent of Tenant (other than any lien of any Lender as contemplated by this Lease), (iii) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (iv) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiiv) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY (xiv) OPERATION OR OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by hereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) to the Leased Premises is in Landlord and except, as provided in Paragraph 35 hereof with respect to certain rights of refusal to purchase the Leased Premises that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) this LeaseLease is a single Lease for multiple properties and shall not be terminable with respect to less than all of the Leased Premises or severable with respect to any one or more Related Premises except as specifically provided herein, (iii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iv) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (v) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (vi) the Improvements have been fully completed in all material respects in a good and workmanlike manner, and (vii) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute said warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject only to (i) the Permitted Encumbrances Mortgage and Assignment presently in effect (including, without limitation, any Mortgage, Assignment and related to such documents entered into contemporaneously herewith in connection with Landlord's acquisition of the Leased PropertyPremises), (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (v) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) Landlord holds fee simple title to the Leased Premises and that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, and (ii) Tenant either acquired or constructed the Leased Premises and has occupied the Leased Premises for a number of years and is familiar and satisfied with its condition. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively, "Warranties") which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute cease and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property all Warranties shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of enforce the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY (xiv) OPERATION OR OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by hereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) to the Leased Premises is in Landlord and except, as provided in Paragraph 36 hereof with respect to certain rights of refusal to purchase the Leased Premises that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) this Leaseis a single lease for multiple properties and is not terminable or severable with respect to any one Related Premises except as specifically provided herein, (iii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iv) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (v) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (vi) the Improvements have been fully completed in all material respects in a workmanlike manner, and (vii) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall warranties, all Guaranties with guaranties, indemnities and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute said warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such rights of any Persons in possession of the Leased PropertyPremises, (ii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iii) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (iv) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiiv) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood . Tenant acknowledges that Tenant has been and agreed, however, shall remain (subject to Tenant's assignment and subletting rights in Paragraph 21) in physical possession of the Leased Premises and that the recital Leased Premises are in good condition and repair at the inception of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, IS WHERE IS AND WITH ----- ALL FAULTS. TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY OR (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended AND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PREMISES, ARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. Tenant represents to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any Leased Property, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by hereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) to the Leased Premises is in Landlord and that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid or are being paid on a current basis as such work progresses, and all materials and supplies have been fully paid for or are being paid on a current basis, (v) the Improvements have been fully completed in all material respects in a workmanlike manner, and (vi) all Equipment necessary or appropriate for the current use or operation of the Leased Premises has been installed and is presently operative in all material respects. Landlord and Tenant agree that it is their mutual intent to create, and that this Lease. Lease constitutes, a master lease with respect to each and every parcel of Land, and all Improvements and Equipment therein including any and all of the Leased Premises (d) wherever located), that this Lease is not intended and shall not be construed to be separate leases and that all the terms and conditions hereof shall govern the rights and obligations of Landlord and Tenant with respect thereto. Any Event of Default hereunder in connection with any Leased Premises shall be deemed to be an Event of Default with respect to the entire Leased Premises (wherever located). Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively "Warranties") which Landlord may have against any manufacturer, ---------- seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect Lease, whereupon such assignment shall cease and all of said Warranties, guaranties, indemnities and other rights shall automatically revert to the related Leased PropertyLandlord. In confirmation of such reversion Tenant shall execute and deliver promptly any certificate or other document reasonably required by Landlord. Landlord shall also retain the right to enforce any Guaranties assigned in guaranties upon the name of Tenant occurrence and during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held enforce all Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related any Mortgage and Assignment in effect from time to such Leased Propertytime, (ii) the rights of any Persons in possession of the Leased Premises as of the date hereof, (iii) the state of title of the Leased Premises as of the date hereof, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Termdate hereof, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, IS WHERE IS AND WITH ALL FAULTS. TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE (ii)THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, USE(viii)USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY OR (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OR PRESENCE OF ANY HAZARDOUS SUBSTANCE, OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO RELATED TO ANY OF THE FOREGOING ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased Property, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseWITH RESPECT TO THE CONDITION OF THE LEASED PREMISES. (c) Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Lease. hereby. Tenant represents and warrants to Landlord that (di) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased Property. Such assignment shall remain in effect until the termination of this Lease with respect has good and marketable fee simple title to the related Leased Property. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Real Property, free and clear of all liens and encumbrances other than the Guaranties related to such Leased Property shall automatically revert to LandlordPermitted Encumbrances, without recourse or warranty. The foregoing provision (ii) Tenant has only the leasehold right of reversion shall be self-operative possession and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property Premises, as provided herein, (iii) the Leased Premises conform to all Legal Requirements and all Insurance Requirements, (iv) all easements necessary or condition, each appropriate for the use or operation of which Tenant shall certify to Landlord the Leased Premises have been obtained and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.maintained,

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, IS WHERE IS AND WITH ALL FAULTS. TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY OR (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) to the Leased Premises is in Landlord and except, as provided in Paragraph 35 hereof with respect to certain rights of refusal to purchase the Leased Premises that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of appropriate quality for industrial facilities, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord and Tenant agree that it is their mutual intent to create, and that this Lease constitutes, a master lease with respect to each and every parcel of Land, Improvements and Equipment including in any and all of the Leased Premises (wherever located), that this Lease is not intended and shall not be construed to be separate leases and that all the terms and conditions hereof shall govern the rights and obligations of Landlord and Tenant with respect thereto. Any Event of Default hereunder in connection with any Leased Premises shall be deemed to be an Event of Default with respect to the entire Leased Premises (wherever located). (e) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively "Warranties") which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect Lease, whereupon such assignment shall cease and all of said Warranties, guaranties, indemnities and other rights shall automatically revert to the related Leased PropertyLandlord. In confirmation of such reversion Tenant shall execute and deliver promptly any certificate of other document reasonably required by Landlord. Landlord shall also retain the right to enforce any Guaranties assigned in guaranties upon the name of Tenant during the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have To the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignmentextent it can legally do so, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held enforce all Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property Premises is demised and let subject to (i) the Permitted Encumbrances related any Mortgage and Assignment in effect from time to such Leased Propertytime, (ii) the rights of any Persons in possession of the Leased Premises as of the date hereof, (iii) the state of title of the Leased Premises as of the date hereof, including any Permitted Encumbrances, (iv) any circumstances or conditions which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Termdate hereof, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, WHERE IS AND WITH ALL FAULTS. TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO THE LEASED PREMISES OR ANY LEASED PROPERTYPART THEREOF, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE(i) THE FITNESS, DESIGN OR CONDITION OF THE LEASED PREMISES FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, INCLUDING ANY LATENT OR PATENTPATENT DEFECTS, AS TO (iv) LANDLORD’S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY OR (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OR PRESENCE OF ANY HAZARDOUS SUBSTANCE, OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO RELATED TO ANY OF THE FOREGOING ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latentLANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY SPECIAL, Landlord shall not have any responsibility or liability with respect thereto or for any specialPUNITIVE, incidental or consequential damages INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS, with respect to any Leased PropertyIMPLIED OR CREATED BY APPLICABLE LAW, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseWITH RESPECT TO THE CONDITION OF THE LEASED PREMISES. (c) Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for its purposes in all respects. Tenant represents and warrants to Landlord that (i) Tenant has only the purposes contemplated by leasehold right of possession and use of the Leased Premises, as provided herein, (ii) neither Tenant nor any agent, officer, employee, principal or affiliate of Tenant has granted or knowingly suffered to exist any unrecorded deeds, mortgages, land contracts, options to purchase, licenses, leases, subleases, assignments of lease, agreements or other instruments adversely affecting title to the Leased Premises or any lien, encumbrance, transfer of interest, constructive trust, or other equity interest in the Leased Premises, and (iii) Tenant has received no notice of (A) any Casualty or Condemnation or (B) pending or threatened special assessments affecting the Leased Premises. The foregoing representations and warranties and the representations and warranties of Tenant contained in the Purchase and Sale Agreement shall survive the date on which this LeaseLease is fully executed. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, in conjunction with Landlord, the right to Tenantenforce all assignable warranties, all Guaranties with guaranties, indemnities, causes of action and similar rights (collectively “Warranties”) which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease (unless Tenant or its affiliate or designee acquires the Leased Premises, in which instance such assignment shall become permanent and irrevocable with respect to the related Leased PropertyPremises), whereupon such assignment shall cease and all of the Warranties shall automatically revert to Landlord. In confirmation of such reversion Tenant shall execute and deliver promptly any certificate or other document reasonably required by Landlord. Landlord shall also retain the right to enforce any Guaranties assigned in Warranties upon the name of Tenant occurrence and during the continuance of an Event of Default. Tenant shall use commercially reasonable efforts to enforce the Warranties in accordance with their respective terms and shall co-operate with Landlord hereby agrees to execute and deliver, at Tenant’s expense, the extent necessary to permit Landlord to enforce such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have Warranties after the full benefit of the assignment effected expiration or intended to be effected by this Paragraph 3(d). Upon the earlier termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warrantyLease. The foregoing provision requirement shall survive the expiration or earlier termination of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlordthis Lease. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each Leased Property is The Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased Property, (ii) and all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such Leased Property as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) Without limiting the effect of Landlord's covenant set forth in Paragraph 8(c), the Landlord makes no, and expressly hereby denies any, representations or warranties regarding the condition or suitability of, or title to, the Premises. Tenant agrees that it takes the Premises "as is," without any such representation or warranty. The Premises are leased to Tenant in their present condition without representation or warranty by Landlord and subject to the rights of parties in possession, to the existing state of title and any state of facts which an accurate survey or physical inspection might reveal, to all applicable Legal Requirements now or hereafter in effect and subject to the Permitted Encumbrances. Tenant has examined the Premises and title to the Premises and has found all of the same satisfactory for all purposes. Tenant acknowledges that immediately prior to this Lease it owned and occupied the Premises and that Tenant is fully familiar with the physical condition of the Premises and that Landlord makes no representation or warranty, express or implied, with respect to same. THE LEASE OF THE PREMISES IS ON AN "AS IS" BASIS, IT BEING AGREED THAT TENANT WILL LEASE THE PREMISES IN ITS PRESENT CONDITION, WITH ALL FAULTS. LANDLORD WILL NOT MAKE HEREBY DISCLAIMS ANY INSPECTION AND ALL EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY LEASED PROPERTYPARTICULAR PURPOSE RELATIVE TO THE PREMISES OR ANY COMPONENT PART THEREOF. Tenant acknowledges and agrees that no representations or warranties have been made by Landlord, or by any person, firm or agent acting or purporting to act on behalf of Landlord, as to (i) the presence or absence on or in the Premises of any particular materials or substances (including, without limitation, asbestos, hydrocarbons or hazardous or toxic substances), (ii) the condition or repair of the Premises or any portion thereof, (iii) the value, expense of operation or income potential of the Premises, (iv) the accuracy or completeness of any title, survey, structural report, environmental audit or other information provided to Tenant by any third party contractor relative to the Premises (regardless of whether the same were retained or paid for by Landlord), or (v) any other fact or condition which has affected or might affect the Premises or the condition, repair, value, expense of operation or income potential thereof. Tenant represents that the officers of Tenant are knowledgeable and experienced in the leasing of properties comparable to the Premises and agrees that Tenant will be relying solely on Tenant's inspections of the Premises in leasing the Premises. THE PROVISIONS OF THIS PARAGRAPH HAVE BEEN NEGOTIATED AND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION BY THE LANDLORD OF, AND THE LANDLORD LEASES AND WILL LEASE, AND TENANT TAKES AND WILL TAKE, EACH LEASED PROPERTY “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADEDOES HEREBY DISCLAIM, ANY WARRANTY OR REPRESENTATIONAND ALL WARRANTIES BY THE LANDLORD, EXPRESS OR IMPLIED, WITH RESPECT TO THE PREMISES OR ANY LEASED PROPERTYPORTION THEREOF, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS WHETHER ARISING PURSUANT TO THE QUALITY OF THE MATERIAL UNIFORM COMMERCIAL CODE OR WORKMANSHIP THEREINANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR OTHERWISE, LATENT OR PATENTAND TENANT HEREBY ACKNOWLEDGES AND ACCEPTS SUCH EXCLUSION, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specifications, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any Leased Property, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseNEGATION AND DISCLAIMER. (c) Tenant acknowledges and agrees that Tenant has examined the title to each Leased Property prior to the execution and delivery of the Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby conditionally assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with warranties, guaranties and indemnities, express or implied, and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect of any of the Premises, including, but not limited to, any rights and remedies existing under contract or pursuant to each Leased Propertythe Uniform Commercial Code (collectively, the "guaranties"). Such assignment shall remain in effect so long as no Event of Default exists hereunder or until the termination of this Lease with respect to the related Leased PropertyLease. Landlord shall also retain the right to enforce any Guaranties guaranties so assigned in the name of Tenant during upon the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, deliver at Tenant’s expense, 's sole cost and expense such further documents, including powers of attorney, as Tenant may reasonably request (and which in the good faith judgment of Landlord, do not adversely affect a substantial general interest of Landlord), in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d)6. Upon the occurrence of an Event of Default or termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property guaranties shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, reassignment Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may requestrequest at Tenant's sole cost and expense. Any monies collected by Tenant under any of the Guaranties guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (ed) Landlord agrees to enter intointo with Tenant, at Tenant’s 's expense, such Easements easements, covenants, waivers, approvals or restrictions for utilities, parking or other matters as reasonably desirable for operation of the Premises or properties adjacent thereto (collectively, "Easements") as requested by Tenant, subject to Lender's and Landlord’s 's approval of the form thereof, not to be unreasonably withheldwithheld or delayed; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property Premises for its legal use as an office building, branch banking facility or for any other lawful purpose and, and further provided, provided that no such Easement shall render the use of the related Leased Property Premises dependent upon any other property or conditioncondition the use of the Premises upon the use of any other property or require payment or performance by Landlord at any time, each of which Tenant shall certify to Landlord and Lenders Lender in writing delivered with Tenant’s 's request with respect to such Easement. Tenant’s 's request shall also include Tenant’s 's written undertaking acknowledging that Tenant shall remain liable hereunder as a principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.. (e)

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such rights of any Persons in possession of the Leased PropertyPremises, (ii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iii) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (iv) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiiv) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) is in Landlord and that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) to the best of Tenant's knowledge, the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) the Improvements have been fully completed in all material respects to the full satisfaction of Tenant, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects to the full satisfaction of Tenant. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively, "Warranties") which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute Warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of enforce the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each Leased Property is The Demised Premises are demised and let subject to the following (icollectively, “Existing Matters”): (a) the Permitted Encumbrances related to such Leased Property, existing state of the title of the Property as of the Lease Commencement Date; (iib) any state of facts which an accurate survey or physical inspection of the Property might show; (c) all Legal Requirements zoning regulations, restrictions, rules and Insurance Requirementsordinances, including building restrictions and other laws and regulations, now in effect or hereafter adopted by any existing violation of any thereof, governmental authority having jurisdiction; and (iiid) the condition of such Leased the Property as of the commencement of the Term, Lease Commencement Date without representation or warranty of any kind by Landlord; it being understood and agreed. TENANT ACKNOWLEDGES AND AGREES THAT EXCEPT AS EXPRESSLY SET FORTH IN THIS LEASE, howeverLANDLORD HAS NOT MADE, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL DOES NOT MAKE AND SPECIFICALLY DISCLAIMS, ANY INSPECTION REPRESENTATIONS, WARRANTIES, PROMISES, COVENANTS, AGREEMENTS OR GUARANTIES CONCERNING OR WITH RESPECT TO (A) THE CURRENT NATURE, QUALITY OR CONDITION OF THE DEMISED PREMISES, INCLUDING, WITHOUT LIMITATION, THE STRUCTURE AND CONDITION OF THE IMPROVEMENTS AND THE WATER, SOIL AND GEOLOGY, (B) THE CURRENT SUITABILITY OF THE DEMISED PREMISES AND/OR PROPERTY FOR ANY AND ALL ACTIVITIES AND USES WHICH TENANT MAY CONDUCT THEREON, OR (C) THE CURRENT COMPLIANCE OF OR BY THE DEMISED PREMISES AND/OR PROPERTY OR THEIR OPERATION WITH ANY LAWS, RULES, ORDINANCES OR REGULATIONS OF ANY LEASED APPLICABLE GOVERNMENTAL AUTHORITY OR BODY, INCLUDING, WITHOUT LIMITATION, THE AMERICANS WITH DISABILITIES ACT AND ANY RULES AND REGULATIONS PROMULGATED THEREUNDER OR IN CONNECTION THEREWITH. TENANT FURTHER ACKNOWLEDGES AND AGREES THAT BEING AN AFFILIATE OF THE PRIOR OWNER OF THE PROPERTY AND HAVING BEEN GIVEN THE OPPORTUNITY TO INSPECT THE DEMISED PREMISES AND PROPERTY, TENANT IS RELYING SOLELY ON ITS OWN INVESTIGATION. TENANT FURTHER ACKNOWLEDGES AND LANDLORD LEASES AND WILL LEASE, AND TENANT TAKES AND WILL TAKE, EACH AGREES THAT THE DEMISED PREMISES ARE LEASED PROPERTY ON AN “AS IS, WHERE IS” CONDITION AND BASIS “WITH ALL FAULTS.”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY LEASED PROPERTY, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specifications, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any Leased Property, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each Leased Property prior to the execution and delivery of the Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased Property. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyEncumbrances, (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; , it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD HAS NOT MADE AND WILL NOT MAKE ANY INSPECTION OF ANY OF THE LEASED PROPERTYPREMISES, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES "AS IS”", AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S 'S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is are satisfactory to it. In the event of any defect or deficiency in any of the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b3 (b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any of the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased PropertyGuaranties. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased PropertyLease. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during upon the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, deliver at Tenant’s expense, 's expense such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d3 (d). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s 's expense, such Easements as reasonably requested by Tenant, subject to Lender's and Landlord’s 's approval of the form thereof, not to be unreasonably withheldwithheld or delayed; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property Premises for use as an office building, branch banking facility or for any other lawful purpose a storage warehouse and distribution center and, further provided, that no such Easement shall render the use of the related Leased Property Premises dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders Lender in writing delivered with Tenant’s 's request with respect to such Easement. Tenant’s 's request shall also include Tenant’s 's written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement. Except as expressly permitted by this Lease, Landlord shall not enter into any Easements, REA's, restrictive covenants or other matters affecting title to the Leased Premises, without the prior consent of Tenant, which shall not be unreasonably withheld. (f) Tenant agrees that Tenant is obligated to and shall perform all obligations of the owner of the Leased Premises under and pay all expenses which the owner of the Leased Premises may be required to pay in accordance with any REA, and that Tenant shall comply with all of the terms and conditions of the REA during the term of this Lease. Tenant further covenants and agrees to indemnify, defend and hold harmless Landlord and Lender against any claim, loss or damage suffered by Landlord or Lender by reason of Tenant's failure to perform any obligations or pay any expenses as required under any REA or comply with the terms and conditions of any REA as hereinabove provided during the term of this Lease.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related Ground Lease and the Severance Lease (and all matters of record as to such Leased Propertywhich the Ground Lease and the Severance Lease are subject), (ii) the Condominium Documents in effect as of the Commencement Date and any amendments, supplements or modifications thereto made in accordance with the terms thereof and permitted under the terms of this Lease, (iii) the rights of any Persons in possession of the Leased Premises, (iv) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (v) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (vi) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivii) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that it and/or its Affiliates have been in legal possession and continuous physical occupancy of the Leased Premises immediately prior to the date of this Lease and that the Leased Premises is in good condition and repair at the inception of this Lease and satisfactory to Tenant for its intended use in all respects. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by hereby. Tenant acknowledges that (i) title to the Leased Premises under the Condominium Documents is in Landlord and, except as provided in Paragraphs 34 and 35 hereof with respect to an option to purchase the Leased Premises, that Tenant has only the leasehold right of possession and use of the Leased Premises as provided for in this Lease, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, except for immaterial work or supplies which are in progress or contemplated and will not have a material adverse effect on the ability of Tenant to conduct its normal business operations at the Leased Premises, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively, “Warranties”) which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute cease and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit all of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property Warranties shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In Landlord (provided that in confirmation of such reassignment, reversion Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may requestdocument reasonably required by Landlord). Any monies collected by So long as no Event of Default has occurred and is then continuing, Tenant under any of shall be entitled to have the Guaranties after full benefit of, full recourse to, and the right to enforce, the Warranties in accordance with their respective terms, and Tenant shall use commercially reasonable efforts to enforce same. Upon the occurrence of and during the continuation continuance of an Event of Default Landlord shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter intohave the right, at Tenant’s expenseits option, to revoke such Easements as reasonably requested by Tenant, subject assignment and retain the right to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no enforce any such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any EasementWarranties.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related Ground Lease and the Severance Lease (and all matters of record as to such Leased Propertywhich the Ground Lease and the Severance Lease are subject), (ii) the Condominium Documents in effect as of the Commencement Date and any amendments, supplements or modifications thereto made in accordance with the terms thereof and permitted under the terms of this Lease, (iii) the rights of any Persons in possession of the Leased Premises, (iv) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (v) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (vi) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivii) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that it and/or its Affiliates have been in legal possession and continuous physical occupancy of the Leased Premises immediately prior to the date of this Lease and that the Leased Premises is in good condition and repair at the inception of this Lease and satisfactory to Tenant for its intended use in all respects. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by hereby. Tenant acknowledges that (i) title to the Leased Premises under the Condominium Documents is in Landlord and, except as provided in Paragraphs 34 and 35 hereof with respect to an option to purchase the Leased Premises, that Tenant has only the leasehold right of possession and use of the Leased Premises as provided for in this Lease, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, except for immaterial work or supplies which are in progress or contemplated and will not have a material adverse effect on the ability of Tenant to conduct its normal business operations at the Leased Premises, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively, "Warranties") which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute cease and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit all of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property Warranties shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In Landlord (provided that in confirmation of such reassignment, reversion Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may requestdocument reasonably required by Landlord). Any monies collected by So long as no Event of Default has occurred and is then continuing, Tenant under any of shall be entitled to have the Guaranties after full benefit of, full recourse to, and the right to enforce, the Warranties in accordance with their respective terms, and Tenant shall use commercially reasonable efforts to enforce same. Upon the occurrence of and during the continuation continuance of an Event of Default Landlord shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter intohave the right, at Tenant’s expenseits option, to revoke such Easements as reasonably requested by Tenant, subject assignment and retain the right to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no enforce any such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any EasementWarranties.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) is in Landlord and that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall warranties, all Guaranties with guaranties, indemnities and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute said warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND IS ON THE FINAL COMPLETION DATE. TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT, SUBJECT, HOWEVER, TO TENANT'S RIGHTS TO MAKE A CLAIM AGAINST DEVELOPER UNDER THE CONSTRUCTION MANAGEMENT AGREEMENT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Except as provided in Paragraph 35 hereof with respect to an option to purchase the Leased Premises, Tenant acknowledges and agrees that Tenant has examined only the title to each Leased Property prior to the execution leasehold right of possession and delivery use of the Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this LeaseLeased Premises as provided herein. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, in conjunction with Landlord, the right to Tenantenforce all assignable warranties, all Guaranties with guaranties, indemnities, causes of action and similar rights (collectively, "WARRANTIES") which Landlord may have against Developer and any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to (unless Tenant or its affiliate or designee acquires the related Leased Property. Landlord Premises, in which instance such assignment shall also retain the right to enforce any Guaranties assigned in the name become permanent and irrevocable), whereupon such assignment shall cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute Warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of enforce the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees Tenant acknowledges that Tenant has reviewed the Construction Management Agreement and pursuant to enter intothe Construction Management Agreement, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of Developer will cause the form thereof, not Improvements to be unreasonably withheldconstructed with funds to be provided by Landlord as more particularly described in the Construction Agency Agreement. Landlord will not make any representations or warranties with respect to the Improvements; provided, however, that no such Easement if the Developer shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable default under the Lease GuarantyConstruction Management Agreement and Landlord shall fail in a timely manner to exercise its remedies thereunder or otherwise enforce the Construction Management Agreement, in each case notwithstanding Tenant after notice to Landlord, shall have the establishment right to so exercise or enforce the rights of any EasementLandlord thereunder.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyEncumbrances, (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property Premises as of the commencement of the Term, ; without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) . LANDLORD HAS NOT MADE AND WILL NOT MAKE ANY INSPECTION OF ANY OF THE LEASED PROPERTYPREMISES, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES "AS IS”", AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S 'S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is are satisfactory to it. In the event of any defect or deficiency in any of the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b3 (b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any of the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) . Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) . Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased PropertyGuaranties. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased PropertyLease. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during upon the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, deliver at Tenant’s expense, 's expense such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d3 (d). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) . Landlord agrees to enter into, at Tenant’s 's expense, such Easements as reasonably requested by Tenant, subject to Lender's and Landlord’s 's approval of the form thereof, not to be unreasonably withheldwithheld or delayed; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property Premises for use as an office building, branch banking facility or for any other lawful purpose a storage warehouse and distribution center and, further provided, that no such Easement shall render the use of the related Leased Property Premises dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders Lender in writing delivered with Tenant’s 's request with respect to such Easement. Tenant’s 's request shall also include Tenant’s 's written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement. Except as expressly permitted by this Lease, Landlord shall not enter into any Easements, REA's, restrictive covenants or other matters affecting title to the Leased Premises, without the prior consent of Tenant, which shall not be unreasonably withheld. Tenant agrees that Tenant is obligated to and shall perform all obligations of the owner of the Leased Premises under and pay all expenses which the owner of the Leased Premises may be required to pay in accordance with any REA, and that Tenant shall comply with all of the terms and conditions of the REA during the term of this Lease. Tenant further covenants and agrees to indemnify, defend and hold harmless Landlord and Lender against any claim, loss or damage suffered by Landlord or Lender by reason of Tenant's failure to perform any obligations or pay any expenses as required under any REA or comply with the terms and conditions of any REA as hereinabove provided during the term of this Lease.

Title and Condition. (a) Each Leased Property is demised and let subject The Demised Premises are subleased to (i) the Permitted Encumbrances related to such Leased Property, (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the Sublessee in their present condition of such Leased Property as of the commencement of the Termby Sublessor, without representation or warranty by Landlord; it being understood warranty, express or implied, subject and agreedsubordinate to all easements, howeverrestrictions, agreements and recorded matters, all taxes not yet payable, and all applicable zoning restrictions, regulations and ordinances and building restrictions and governmental regulations now or hereafter in effect. Sublessee acknowledges that the recital of leasehold estate demised herein is derived from and subject to the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expiredMaster Lease. Sublessee has examined the title to the Demised Premises and has found the same satisfactory. (b) LANDLORD WILL NOT MAKE ANY INSPECTION BY EXECUTION OF ANY LEASED PROPERTYTHIS SUBLEASE, SUBLESSEE ACKNOWLEDGES AND LANDLORD LEASES AND WILL LEASEAGREES THAT IT HAS INSPECTED THE DEMISED PREMISES. SUBJECT TO SECTION 25 BELOW, AND TENANT TAKES AND WILL TAKE, EACH LEASED PROPERTY “SUBLESSEE SHALL ACCEPT THE DEMISED PREMISES ON THE TERM COMMENCEMENT DATE IN THEIR THEN "AS IS”" AND "WHERE IS" PHYSICAL AND ENVIRONMENTAL CONDITION AND HEREBY RELEASES AND DISCHARGES SUBLESSOR FROM ANY CLAIM, DEMAND, LIABILITY OR SUIT RELATED TO OR ARISING FROM THE PHYSICAL OR ENVIRONMENTAL CONDITION OF THE DEMISED PREMISES. SUBLESSEE ACKNOWLEDGES AND TENANT ACKNOWLEDGES AGREES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER NEITHER SUBLESSOR NOR ITS AGENTS OR IN EMPLOYEES HAS MADE ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY LEASED PROPERTY, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS REGARDING THE PHYSICAL OR ENVIRONMENTAL CONDITION OF THE DEMISED PREMISES, THE QUALITY OF MATERIAL OR WORKMANSHIP OF THE DEMISED PREMISES, LATENT OR PATENT, OR THE FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION OF THE DEMISED PREMISES FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL PURPOSE AND THAT NO SUCH REPRESENTATION OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATIONWARRANTY SHALL BE IMPLIED BY LAW, IT BEING AGREED THAT ALL SUCH RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant SUBLESSEE. (c) Sublessee acknowledges that each Leased Property EXHIBIT A is an approximation only of its selection the Building and to its specifications, improvements on the Land and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect no representation or deficiency in any Leased Property of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlordwarranty, express or implied, with respect to is hereby made by Sublessor, its employees or agents, regarding the existence, location or size of any Leased Property, arising pursuant to buildings or improvements or the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each Leased Property prior to the execution and delivery location of the Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased Property. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit boundaries of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.Land depicted on EXHIBIT A.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyEncumbrances, (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY OF THE LEASED PROPERTYPREMISES, AND LANDLORD LEASES AND WILL LEASE, AND TENANT TAKES AND WILL TAKE, EACH THE LEASED PROPERTY PREMISES “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is are satisfactory to it. In the event of any defect or deficiency in any of the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any of the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased PropertyGuaranties. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased PropertyLease. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may reasonably request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s and Lender’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property Premises for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property Premises dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased Propertyterms of the Ground Lease, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all present Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (Vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (Viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (Xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the reviewed Landlord's examination of title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that Tenant has only the subleasehold right of possession and use of the Leased Premises as to the Land and a leasehold right as to the Improvements and Equipment as provided herein, and that, to its knowledge, (i) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (ii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iii) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (iv) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (v) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall warranties, all Guaranties with guaranties, indemnities and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute said warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each Leased Property is The Properties are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyEncumbrances, (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such Leased Property the Properties as of the commencement of the Term, ; without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD HAS NOT MADE AND WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTYOF THE PROPERTIES, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, TAKE EACH LEASED PROPERTY “OF THE PROPERTIES "AS IS”", AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY LEASED PROPERTYOF THE PROPERTIES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S 'S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is the Properties are of its selection and to its specifications, and that each Leased Property of the Properties has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any Leased Property, arising pursuant to the Uniform Commercial Code uniform commercial code or any other law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each Leased Property of the Properties prior to the execution and delivery of the this Lease Supplement therefor and has found each such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with warranties, guaranties and indemnities, express or implied, and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect of any of the Properties, including, but not limited to, any rights and remedies existing under contract or pursuant to each Leased Propertythe uniform commercial code (collectively, the "guaranties"). Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased PropertyLease. Landlord shall also retain the right to enforce any Guaranties guaranties assigned in the name of Tenant during upon the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, deliver at Tenant’s expense, 's expense such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property guaranties shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, reassignment Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s 's expense, such Easements easements, covenants, waivers, approvals or restrictions for utilities, parking or other matters as desirable for operation of each of the Properties or properties adjacent thereto (collectively, "Easements") as reasonably requested by Tenant, subject to Lender's and Landlord’s 's approval of the form thereof, not to be unreasonably withheldwithheld or delayed; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property Properties for use as an a warehouse, distribution or office building, branch banking facility or for any other lawful purpose and, site and further provided, provided that no such Easement shall render the use of the related Leased Property Properties dependent upon any other property or conditioncondition the use of Properties upon the use of any other property, each of which Tenant shall certify to Landlord and Lenders Lender in writing delivered with Tenant’s 's request with respect to such Easement. Tenant’s 's request shall also include Tenant’s 's written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement. If either Landlord or Lender shall fail to approve or disapprove the form of any such Easements, within a period of thirty (30) days from their respective receipt of same, then either Landlord or Lender, as the case may be, shall be deemed to have approved the form of any such Easement. (f) Tenant agrees that Tenant is obligated to and shall perform all obligations of the owner of the Properties under and pay all expenses which the owner of the Properties may be required to pay in accordance with any reciprocal easement agreement or any other agreement or document of record now affecting the Properties, herein referred to collectively as the "REA", and that Tenant shall comply with all of the terms and conditions of the REA during the Term of this Lease. Tenant further covenants and agrees to indemnify, defend and hold harmless Landlord and Lender against any claim, loss or damage suffered by Landlord or Lender by reason of Tenant's failure to perform any obligations or pay any expenses as required under any REA or comply with the terms and conditions of any REA as hereinabove provided during the Term of this Lease.

Title and Condition. (a) Each The Leased Property Premises is demised and let subject to (i) the Permitted Encumbrances related terms of this Lease, any Mortgage and Assignment in effect from time to such Leased Propertytime, (ii) the rights of Deutsche Bank under the Deutsche Bank Sublease, (iii) the state of title of the Leased Premises as of the Effective Date, including any Permitted Encumbrances, (iv) any circumstances or conditions, as of the Effective Date, which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereofsuch Legal Requirements, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the TermEffective Date, without representation or warranty by Landlord; it being understood and agreed. Notwithstanding the foregoing, however, that the recital of the Permitted Encumbrances herein Tenant shall not be construed as a revival subject to covenants, restrictions and conditions or Easements Agreements recorded or entered into by Landlord after the Effective Date that diminish Tenant’s rights or increase Tenant’s obligations under this Lease, unless Tenant has consented to any such covenant, restriction and condition or Easements Agreement in accordance with the terms and conditions of any thereof which for any reason may have expiredthis Lease. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTYTenant acknowledges that the Leased Premises is in good condition and repair as of the date of executing this Lease and that Tenant has used and occupied the Leased Premises since April, AND 2001. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES IN ITS AS IS”, WHERE IS AND WITH ALL FAULTS CONDITION TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ALL OR ANY PART OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE(i) THE FITNESS, DESIGN OR CONDITION OF THE LEASED PREMISES FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, INCLUDING ANY LATENT OR PATENTPATENT DEFECT, AS TO (iv) LANDLORD’S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY OR (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OR PRESENCE OF ANY HAZARDOUS SUBSTANCE, OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO RELATED TO ANY OF THE FOREGOING ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to itWHETHER LATENT OR PATENT, LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO AND LANDLORD SHALL NOT BE RESPONSIBLE FOR ANY SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING STRICT LIABILITY IN TORT) RELATED TO THE LEASED PREMISES. In the event of any defect or deficiency in any Leased Property of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS, with respect to any Leased PropertyIMPLIED OR CREATED BY APPLICABLE LAW, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseWITH RESPECT TO THE CONDITION OF THE LEASED PREMISES. (c) Tenant acknowledges represents and agrees warrants to Landlord that (i) Tenant and Deutsche Bank have only the leasehold right of possession and use of the Leased Premises, as provided herein, (ii) neither Tenant nor any agent, officer, employee, principal or affiliate of Tenant has examined the granted or knowingly suffered to exist any unrecorded deeds, mortgages, land contracts, licenses, leases, subleases, assignments of lease, options to purchase, agreements or other instruments adversely affecting title to each the Leased Property prior Premises or any lien, encumbrance, transfer of interest, constructive trust, or other equity in the Leased Premises, and (iii) Tenant has received no notice of any Casualty, Condemnation or pending or threatened special assessments affecting the Leased Premises. The foregoing representations and warranties and the representations and warranties provided by Tenant and contained in the Purchase and Sale Agreement shall survive the date on which this Lease is fully executed, provided, however, the representations and warranties set forth in the Purchase and Sale Agreement shall survive in accordance with and pursuant to the execution and delivery terms of the Lease Supplement therefor Purchase and has found such title to be satisfactory for the purposes contemplated by this LeaseSale Agreement. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, in conjunction with Landlord, the right to Tenantenforce all assignable warranties, all Guaranties with guaranties, indemnities, causes of action and similar rights (collectively “Warranties”) which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease (unless Tenant or its affiliate or designee acquires the Leased Premises, in which instance such assignment shall become permanent and irrevocable with respect to the related Leased PropertyPremises), whereupon such assignment shall cease and all of the Warranties shall automatically revert to Landlord. In confirmation of such reversion Tenant shall execute and deliver promptly any commercially reasonable certificate or other document reasonably required by Landlord. Landlord shall also retain the right to enforce any Guaranties assigned in Warranties upon the name of Tenant occurrence and during the continuance of an Event of Default. Tenant shall use commercially reasonable efforts to enforce the Warranties in accordance with their respective terms and shall co-operate with Landlord hereby agrees to execute and deliver, at Tenant’s expense, the extent necessary to permit Landlord to enforce such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have Warranties after the full benefit of the assignment effected expiration or intended to be effected by this Paragraph 3(d). Upon the earlier termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warrantyLease. The foregoing provision requirement shall survive the expiration or earlier termination of reversion shall be self-operative and no further instrument this Lease, for a period of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlordtwelve (12) months. (e) Tenant represents that the Deutsche Bank Lease and the Access Agreement are the only lease, license, sublease or other agreement in effect as of the Effective Date permitting a party other than Landlord or Tenant to use or occupy the Leased Premises. A true, correct and complete copy of the Deutsche Bank Lease, including all amendments and modifications thereto is attached hereto as Exhibit J. Tenant shall promptly notify Landlord if it has knowledge of any or receives notice of any default or breach of the Deutsche Bank Lease. Tenant shall not modify, amend, alter, or supplement the Deutsche Bank Lease without obtaining the prior, written consent of Landlord. A final copy of any modification, amendment, or other agreement related to the Deutsche Bank Lease shall be provided to Landlord upon the execution of such instrument after the approval of Landlord is obtained as required in this Lease. As set forth in the Deutsche Bank Lease SNDA, Tenant acknowledges that the Deutsche Bank Lease is subordinate to this Lease and agrees to enter intoexecute and use commercially reasonable efforts (which, at Tenant’s expenseamong other things, does not require litigation) to cause Deutsche Bank to execute any further commercially reasonable assurances requested by Landlord related to such subordination. At or prior to the exercise of the next extension option available to Deutsche Bank under the Deutsche Bank Lease (if Deutsche Bank exercises such option), Tenant will cooperate with Landlord in clarifying the nature, scope and other requirements and mechanics related to the right of first offer set forth in Section 8 of the Third Amendment to the Deutsche Bank Lease, such Easements as reasonably requested by Tenantcooperation shall include, subject to without limitation, Tenant providing Landlord with draft language (for Landlord’s approval review and approval) that revises the current parameters and requirements related to the exercise of, scope, nature and mechanics of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility right of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easementfirst offer.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, excepting only the rights of Persons, if any, created by Landlord prior to the date hereof, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY LEASED PROPERTY, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specifications, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any Leased Property, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise., (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) is in Landlord and that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises for Tenant's intended use have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, except for United Construction Enterprises Company, which is completing certain "punch list" items, the aggregate cost of which is less than $75,000, and Sommxx Xxxing Company, which is completing the installation of awnings at the Property, the aggregate cost of which is less than $10,000, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vi) all Equipment reasonably necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall warranties, all Guaranties with respect to each Leased Property. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument similar rights which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.have against

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANTTENANT EXCEPT WHEN CAUSED BY LANDLORD'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) is in Landlord and except as provided in Paragraphs 34 and 35 hereof with respect to an option and certain rights of refusal to purchase the Leased Premises that Tenant has only the leasehold right of possession and use of the Leased Premises, as provided herein, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of good quality, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively, "Warranties") which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect Lease, whereupon such assignment shall cease and all of the Warranties, guaranties, indemnities and other rights shall automatically revert to the related Leased PropertyLandlord. In confirmation of such reversion Tenant shall execute and deliver promptly any certificate or other document reasonably required by Landlord. Landlord shall also retain the right to enforce any Guaranties assigned in guaranties upon the name of Tenant during the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of enforce the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such rights of any Persons in possession of the Leased PropertyPremises, (ii) the existing state of title of the Leased Premises, including any Permitted Encumbrances, (iii) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (iv) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiiv) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY (xiv) OPERATION (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, OR OPERATION, IT BEING AGREED THAT (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsIN THE EVENT OF ANY DEFECT OR DEFICIENCY IN THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latentLANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO AS TO TENANT, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD TO TENANT, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges that (i) fee simple title (both legal and agrees equitable) to the Leased Premises is in Landlord and that Tenant has examined only the title to each Leased Property prior to the execution leasehold right of possession and delivery use of the Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this LeaseLeased Premises as provided herein. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantwarranty, all Guaranties with assignable warranties, guaranties, indemnities and similar rights (collectively “Warranties”) which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property said Warranties shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased Propertyany Prime Lease, (ii) the Permitted Encumbrances, (iii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiiiv) the condition of such the Leased Property Premises as of the commencement of the Term, Commencement Date; without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD HAS NOT MADE AND WILL NOT MAKE ANY INSPECTION OF ANY THE LEASED PROPERTYPREMISES, AND LANDLORD LEASES AND WILL LEASE, AND TENANT TAKES AND WILL TAKE, EACH THE LEASED PROPERTY PREMISES “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL MATERIALS OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, THE EXISTENCE OF ANY LATENT OR PATENT DEFECT, THE EXISTENCE OF ANY ENVIRONMENTAL CONDITION OR ENVIRONMENTAL CLAIM, THE COMPLIANCE OF THE LEASED PREMISES WITH ANY LEGAL REQUIREMENTS,OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is are satisfactory to it. In the event of any defect or deficiency in any the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiatednegotiated and constitute a material part of the consideration received by Landlord for its execution of this Lease, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code or any other law Law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Tenant acknowledges and agrees that Tenant, if the Leased Premises is identified on Schedule 1 as being subject to a Prime Lease, Tenant has been provided with and has examined such Prime Lease prior to the execution and delivery of this Lease. Tenant further acknowledges that it understands the terms of the Prime Lease and the implications of the Prime Lease to this Lease, as may be expressed throughout this Lease including, but not limited to, as expressed in Paragraph 33. (e) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with warranties, guaranties and indemnities, express or implied, and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect of the Leased Premises, including, but not limited to, any rights and remedies existing under contract or pursuant to each Leased Propertythe Uniform Commercial Code (collectively, the “Guaranties”). Such assignment shall remain in effect until the expiration or termination of this Lease with respect to the related Leased PropertyLease. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during upon the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, deliver at Tenant’s expense, expense such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the expiration or termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignmentreassignment Tenant shall, Tenant shall if requested by Landlord, execute and deliver promptly any certificate or other instrument which Landlord may reasonably request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (ef) Landlord agrees to enter into, at Tenant’s expense, such Easements easements, covenants, waivers, approvals or restrictions for utilities, parking or other matters as desirable for operation of the Leased Premises (collectively, “Easements”) as reasonably requested by Tenant, subject to Landlord’s approval of the form and substance thereof, not to be unreasonably withheld, conditioned or delayed; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property Premises for use as an office buildinga retail site for the sale of fuel to motor vehicles and uses incidental thereto, branch banking facility or for any including without limitation services related to the operation of motor vehicles and the retail sale of food, beverages and other lawful purpose anditems, such as typically found in convenience stores appurtenant to other retail fuel stations in the area and further provided, provided that no such Easement shall render the use of the related Leased Property Premises dependent upon any other property or conditioncondition the use of the Leased Premises upon the use of any other property, each of which Tenant shall certify to Landlord and Lenders in a writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement. (g) Tenant agrees that Tenant is obligated to and shall perform all obligations of the owner of the Leased Premises (or, if applicable, the obligations of Landlord as tenant under any Prime Lease) under, and pay all costs, fees, fines, penalties, expenses, taxes and Impositions which the owner of the Leased Premises (or, if applicable, the tenant under any Prime Lease) may be required to pay in accordance with, any reciprocal easement agreement or any other agreement or document of record now (if any), or of record in the future if created or filed by or with the written consent of Tenant, affecting the Leased Premises (herein referred to collectively as the “REA”), and that Tenant shall comply with all of the terms and conditions of the REA during the Term of this Lease. Tenant further covenants and agrees to indemnify, defend and hold harmless Landlord against any claim, loss or damage suffered by Landlord by reason of Tenant’s failure to perform any obligations or pay any expenses as required under any REA or comply with the terms and conditions of any REA as herein above provided during the Term of this Lease. (h) Tenant shall be responsible for securing and paying for all utilities which are consumed within the Leased Premises. Tenant shall pay for the consumption of all such utilities directly to the applicable utility company when due, and non-payment or late payment of such bills shall be considered an event of default under this Lease. Landlord shall at all times have the exclusive right to select the provider or providers of utility services to the Leased Premises, provided that in no event shall the Landlord be responsible or liable to the Tenant for the failure of any such provider or providers of utility services to provide utilities to the Tenant or the Leased Premises.

Title and Condition. (a) Each The Leased Property is are demised and let subject to (i) the Permitted Encumbrances related to such Leased Property(including, without limitation, the Medical Center Master Lease), (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property as of the commencement of the Term, ; without representation or warranty by Landlord; it being understood Landlord except as expressly set forth in this Lease. During the Term of this Lease, Landlord shall take no action that would materially adversely affect Tenant’s rights hereunder unless and agreed, however, to the extent that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expiredTenant has consented in writing to such action. (b) Landlord represents and warrants to Tenant, with the understanding that Tenant is entering into this Lease in reliance thereon, that as of the Effective Date: (i) Landlord has the full power and authority to enter into and perform this Lease according to its terms and the individual executing this Lease on behalf of Landlord is authorized to do so; (ii) Landlord has not granted to any third party the right to use or occupy any portion of the Leased Property, and Landlord is not aware of any claim by any third party of the right to do so; (iii) Landlord has not received notice of and has no knowledge of any existing or threatened action, suit or proceeding affecting the Leased Property (including, without limitation, proposed or threatened condemnation), in any court or before or by any federal, state, County or municipal or other governmental instrumentality; (iv) Landlord has the authority to enter this Lease and the REA in accordance with the terms of the Medical Center Master Lease, state and federal law; and (v) There are no leases, rental or other contracts or agreements which are not referenced in Exhibit B and which burden and encumber the Leased Property. (c) EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES MADE BY LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTYHEREIN, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “AS IS” AND “WITH ALL FAULTS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTY, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS HABITABILITY, ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and TENANT ACKNOWLEDGES THAT THE LEASED PROPERTY IS OF ITS SELECTION AND TO ITS SPECIFICATIONS, AND THAT THE LEASED PROPERTY HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. TENANT SHALL NOT HAVE THE RIGHT TO TERMINATE THIS LEASE DUE TO ANY CONDITION OF OR ANY LATENT OR OTHER DEFECT IN ANY OF THE LEASED PROPERTY. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PROPERTY OF ANY NATURE, WHETHER PATENT OR LATENT, LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING STRICT LIABILITY IN TORT). THE PROVISIONS OF THIS SECTION 8.1(c) HAVE BEEN NEGOTIATED, AND THE FOREGOING PROVISIONS ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, EXPRESS OR IMPLIED INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF HABITABILITY, WITH RESPECT TO ANY OF THE LEASED PROPERTY, ARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR OTHERWISE. (d) Notwithstanding anything to its specifications, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency contrary set forth in any Leased Property of any nature, whether patent or latentthis Lease, Landlord shall be liable for and is not have any responsibility released from liability for clean up of Hazardous Substances on, or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and under the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any Leased Property, arising pursuant LTACH Land prior to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseEffective Date. (ce) Tenant acknowledges and agrees that Tenant has examined the condition of title to each the Leased Property prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (df) Landlord hereby assigns, without recourse or warranty whatsoever, represents and warrants to Tenant, all Guaranties with respect to each Leased Property. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Tenant that Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute has received no written notice and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit has no knowledge of the assignment effected existence of any Hazardous Substance or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse Hazardous Material on or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding LTACH Land or the establishment of any EasementMedical Center Land.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased Propertyterms of the Ground Lease, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all present Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the reviewed Landlord's examination of title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that Tenant has only the subleasehold right of possession and use of the Leased Premises as to the Land and a leasehold right as to the Improvements and Equipment as provided herein, and that, to its knowledge, (i) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (ii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iii) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (iv) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (v) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall warranties, all Guaranties with guaranties, indemnities and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute said warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such rights of any Persons in possession of the Leased PropertyPremises, (ii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iii) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (iv) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiiv) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed except as a revival of any thereof which for any reason may have expiredotherwise provided in Paragraph 3(d). (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTYTenant acknowledges that, AND to the best of its knowledge, the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”. EXCEPT AS OTHERWISE PROVIDED HEREIN, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY (xiii) DURABILITY, (xiv) OPERATION OR OPERATION(xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, IT BEING AGREED HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY .. TENANT ACKNOWLEDGES THAT ALL RISKS INCIDENT THERETO THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. THE PROVISIONS OF THIS PARAGRAPH 3(b) HAVE BEEN NEGOTIATED, AND ARE INTENDED TO BE BORNE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsLANDLORD, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureEXPRESS OR IMPLIED, whether patent or latentWITH RESPECT TO ANY OF THE LEASED PREMISES, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any Leased Property, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees (i) that Tenant has examined only the title to each leasehold right of possession and use of the Leased Property prior Premises, as provided herein, (ii) to the execution best of its knowledge the Improvements conform to all material Legal Requirements and delivery all Insurance Requirements, (iii) to the best of its knowledge, all easements necessary or appropriate for the use or operation of the Lease Supplement therefor Leased Premises have been obtained, (iv) all contractors and has found such title subcontractors who have performed work on or supplied materials to be satisfactory the Leased Premises on behalf of the Tenant have been fully paid, and all materials and supplies related thereto have been fully paid for, (v) to the best of its knowledge, the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vi) all Equipment necessary or appropriate for the purposes contemplated use or operation of the Leased Premises by this LeaseTenant has been installed and is presently fully operative in all material respects. (d) Based exclusively on that certain Seller's Certificate dated on or about the date hereof executed by Air Eagle Properties, LLC in favor of Landlord hereby assigns, and without recourse having undertaken any independent investigation to determine the existence or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased Property. Such assignment shall remain in effect until the termination absence of this Lease facts with respect to the related Leased Property. representations and warrants contained in such Seller's Certificate, Landlord shall also retain represents and warrants that the right Improvements conform to enforce any Guaranties assigned all material Legal Requirements and all Insurance Requirements and can be used for the purposes set forth in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d4(a). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such rights of any Persons in possession of the Leased PropertyPremises, (ii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iii) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (iv) all Legal Requirements and Insurance Requirements, ,including any existing violation of any thereof, and (iiiv) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant is already in physical possession and occupancy of the Existing Improvements and has examined the title to each the entire Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated hereby. Tenant acknowledges that (i) Tenant has only a leasehold right of possession and use of the Leased Premises, as provided herein, (ii) the Existing Improvements conform to all Legal Requirements and all Insurance Requirements in all material respects, (iii) all easements necessary or appropriate for the use or operation of Tenant’s business at the Leased Premises shall have been or shall be obtained as of the Final Completion Date, (iv) all contractors and subcontractors who have performed work on or supplied materials relating to the Existing Improvements and as to which payment is currently due and payable have been fully paid, (v) the Existing Improvements have been fully completed in all material respects in a workmanlike manner of first class quality; provided that, any breach or inaccuracy of any of the foregoing representations hereinabove shall not, by itself, constitute an Event of Default under this Lease; it being agreed that the purpose of such representations shall be to estop Tenant from asserting any position or claim to the contrary subsequent to the date here of and to otherwise prevent Tenant from seeking to impose or asserting any duty, obligation or liability upon Landlord to correct (or incur any costs to correct) any facts, circumstances, or conditions (or lack thereof) at the Leased Premises. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, all assignable warranties, guaranties (express or implied), indemnities and similar rights (collectively, “Warranties”) which Landlord may have against any manufacturer, seller,engineer, contractor or builder in respect of any of the Leased Premises, including, but not limited to, any rights and remedies existing under contract or pursuant to Tenant, all Guaranties with respect to each Leased Propertythe uniform commercial code. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect Lease, whereupon such assignment shall cease and all of the Warranties, guaranties, indemnities and other rights shall automatically revert to the related Leased PropertyLandlord. In confirmation of such reversion Tenant shall execute and deliver promptly any certificate or other document reasonably required by Landlord. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, deliver to Tenant such further documents, including powers of attorney, documentation as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected effectuate or intended to be effected effectuated by this Paragraph 3(d). Upon Landlord shall also retain the termination of this Lease with respect right to enforce any Leased Property, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after guaranties upon the occurrence of and during the continuation of an Event of Default Default. Tenant shall be held enforce the Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Pursuant to the Construction Agency Agreement, Tenant will cause the Expansion Improvements to be constructed and the Expansion Equipment to be installed with funds more particularly described in the Construction Agency Agreement in accordance with all the terms thereof, in a good and workmanlike manner of first class quality, and in compliance with all Insurance Requirements and all Legal Requirements. As of the Final Completion Date, all Equipment necessary or appropriate for Tenant’s use or operation of the Leased Premises after completion of the Expansion Improvements shall have been installed and be fully operative in all material respects. (f) The Expansion Improvements will be owned by Landlord and are included within the Leased Premises. Tenant acknowledges that the Expansion Improvements have not yet been constructed and that, pursuant to the Construction Agency Agreement entered into by Landlord and Tenant, Tenant has the responsibility for causing the Expansion Improvements to be completed in accordance with the terms of the Construction Agency Agreement. Landlord will not make any representations or warranties with respect to the Expansion Improvements. Tenant further acknowledges that, upon occurrence of an Event of Default, Landlord may terminate the Construction Agency Agreement, and in addition to all other remedies of Landlord under this Lease, Landlord shall have the right but not the obligation to complete construction of the Expansion Improvements in accordance with the Plans. If Landlord so completes construction of the Expansion Improvements, Tenant will not be excused from paying all Rent due pursuant to the terms of this Lease, and Landlord shall have the right to exercise any or all of its remedies hereunder following an Event of Default. All acknowledgments of Tenant regarding the Leased Premises contained in Paragraph 3(b) shall be deemed to have been made again as of the Final Completion Date. (g) Landlord agrees to enter into, at Tenant’s expense, such Easements Easement Agreements, waivers, approvals or restrictions for utilities, parking or other matters as necessary or desirable for operation of the Leased Premises as reasonably requested by Tenant, subject to Lender’s and Landlord’s approval of the form thereof, not to be unreasonably withheldwithheld or delayed; provided, however, that no such Easement easement shall result in any material diminution in the value or utility of the related Leased Property Premises for use as an office building, branch banking a warehouse/distribution facility or for any other lawful purpose and, and further provided, provided that no such Easement easement shall render the use of the related Leased Property Premises dependent upon any other property or conditioncondition the use of the Leased Premises upon the use of any other property, each of which Tenant shall certify to Landlord and Lenders Lender in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request If either Landlord or Lender shall also include Tenant’s written undertaking acknowledging that fail to notify Tenant of its approval of or disapprove the form of any such Easement within a period of thirty (30) days from their respective receipt of same, then such party failing to notify Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantorbe deemed to have approved of such easement; provided that Landlord shall be entitled to notify Tenant of Lender’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easementdecision.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased Property, (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereofEncumbrances, and (iiiii) the condition of such the Leased Property Premises as of the commencement of the TermCommencement Date, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD HAS NOT MADE AND WILL NOT MAKE ANY INSPECTION OF ANY OF THE LEASED PROPERTYPREMISES, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY PREMISES “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is are satisfactory to it. In the event of any defect or deficiency in any of the DMEAST #39566949 v10 1 Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any of the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code or any other law Legal Requirement now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased PropertyGuaranties. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Lease, provided that Landlord shall also retain the right to enforce any the Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Any monies collected by Tenant (net of reasonable out-of-pocket collection expenses) under any of the Guaranties during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In , provided that, in confirmation of such reassignment, Tenant shall promptly, at Tenant’s expense, execute and deliver promptly any certificate or other instrument which Landlord may reasonably request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, amend, confirm or release, all at Tenant’s expense, such Easements Record Agreements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld, conditioned or delayed; provided, however, that no such Easement Record Agreement, nor any amendment, confirmation or release of any such Record Agreement, shall violate any Permitted Encumbrance or Legal Requirements, or result in any material diminution in the value value, use or utility of the related Leased Property Premises (including, without limitation, for use initially as a Class A office building, and thereafter as an office buildingbuilding of comparable class and quality as other office buildings of comparable age and size in the Central Business District of Charlotte, branch banking facility or for any other lawful purpose North Carolina on the date of determination, and subject to Tenant’s maintaining the Leased Premises in the manner and condition set forth in this Lease) and, further provided, that no if any such Easement shall render the use of the related Leased Property dependent upon Record Agreement, or any other property amendment, confirmation or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment release of any Easementsuch Record Agreement, shall create or impose financial burdens on the Landlord, Tenant agrees to pay (or reimburse Landlord for) any such financial burdens.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY OR (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES IT WAS THE OWNER AND OCCUPANT OF THE LEASED PREMISES AND IS FULLY FAMILIAR WITH THE LEASED PREMISES AND THAT THE LEASED PREMISES ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees that (i) except, as provided in Paragraph 36 hereof with respect to an option to purchase the Leased Premises, Tenant has examined only the title leasehold right of possession and use of the Leased Premises as provided herein, (ii) this Lease is a single Lease for multiple properties and shall not be terminable with respect to each less than all of the Leased Property prior Premises or severable with respect to any one or more Related Premises except as specifically provided herein, (iii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iv) to the execution and delivery best of its knowledge all easements necessary or appropriate for the use or operation of the Lease Supplement therefor Leased Premises have been obtained, (v) to the best of its knowledge all contractors and has found such title subcontractors who have performed work on or supplied materials to be satisfactory the Leased Premises have been fully paid to date, and all materials and supplies have been fully paid for, (vi) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vii) to the best of its knowledge all Equipment necessary or appropriate for the purposes contemplated by this Leaseuse or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively "WARRANTIES") which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until the expiration or earlier termination of this Lease with respect to (unless Tenant or its affiliate or designee acquires the related Leased Property. Landlord Premises, in which instance such assignment shall also retain the right to enforce any Guaranties assigned in the name become permanent and irrevocable), whereupon such assignment shall cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute said Warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held enforce all Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such rights of any Persons in possession of the Leased PropertyPremises, (ii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iii) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (iv) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiiv) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE 8 11 THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) is in Landlord and except, as provided in Paragraph(s) 35 and 36 hereof with respect to an option and certain rights of refusal to purchase the Leased Premises that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (v) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vi) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights (collectively, "Warranties") which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute Warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of enforce the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held Warranties in trust by Tenant and promptly paid over to Landlordaccordance with their respective terms. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) 11 DESCRIPTION, (xiii) DURABILITY (xiv) OPERATION OR OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by hereby. Tenant acknowledges that (i) fee simple title (both legal and equitable) to the Leased Premises is in Landlord and except, as provided in Paragraph 36 hereof with respect to certain options to purchase the Leased Premises that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) this LeaseLease is a single Lease for multiple properties and shall not be terminable with respect to less than all of the Leased Premises or severable with respect to any one or more Related Premises except as specifically provided herein, (iii) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iv) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (v) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (vi) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vii) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute said warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises is in good condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, DURABILITY OR (xiii) DURABILITY, (xiv) OPERATION, IT BEING AGREED THAT (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by this Leasehereby. Tenant acknowledges that fee simple title (both legal and equitable) is in Landlord and, except as provided in Paragraph 35 hereof, that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein and that, to the best of Tenant's knowledge, (i) the Improvements conform to all material Legal Requirements and all Insurance Requirements, (ii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iii) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for except as otherwise disclosed to Landlord in the Seller's/Lessee's Certificate of even date, (iv) the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (v) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall assignable warranties, all Guaranties with guaranties, indemnities and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute said warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and the Assignment, (ii) the rights of any parties in possession of any of the Leased Premises, (iii) the existing state of title of the Leased Premises, including the Permitted Encumbrances, as of the commencement of the Term, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expiredexpired or terminated. (b) Tenant acknowledges that the Leased Premises are in good condition and repair at the inception of this Lease. LANDLORD HAS NOT MADE AND WILL NOT MAKE ANY INSPECTION OF ANY OF' THE LEASED PROPERTY, AND PREMISES. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY OR (xiv) OPERATION, IT BEING AGREED THAT ; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES ARE OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAVE BEEN INSPECTED BY TENANT AND ARE SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED; AND THE FOREGOING PROVISIONS ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordEXPRESS OR IMPLIED, express or impliedWITH RESPECT TO ANY OF THE LEASED PREMISES, with respect to any Leased Property, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated by hereby, and Tenant acknowledges that title is in Landlord and that Tenant has only the right of possession and use of the Leased Premises as provided in this Lease. Tenant further acknowledges that (i) the Improvements conform to all material Legal Requirements and all requirements of the carriers of all insurance on any of the Leased Premises, (ii) all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iii) all contractors and subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid, and all materials and supplies have been fully paid for, (iv) the Improvements have been fully completed in all material respects, in a workmanlike manner of first class quality, and (v) all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and all Equipment in the Leased Premises is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, all warranties, guaranties and indemnities, express or implied, and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor -or builder in respect of any of the Leased Premises, including any rights and remedies existing under contract or pursuant to Tenant, all Guaranties with respect to each Leased Propertythe Uniform Commercial Code. Such assignment shall remain in effect so long as no Event of Default exists hereunder or until the termination of this Lease with respect to Lease, and upon the related Leased Property. Landlord shall also retain the right to enforce any Guaranties assigned in the name of Tenant during the continuance occurrence of an Event of Default. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected Default or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased PropertyLease, such assignment shall cease and all the Guaranties related to such Leased Property said warranties, guaranties, indemnities and other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased PropertyMortgage and Assignment presently in effect, (ii) the rights of any Persons in possession of the Leased Premises, (iii) the existing state of title of any of the Leased Premises, including any Permitted Encumbrances, (iv) any state of facts which an accurate survey or physical inspection of the Leased Premises might show, (v) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iiivi) the condition of such the Leased Property Premises as of the commencement of the Term, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND Tenant acknowledges that the Leased Premises are in acceptable condition and repair at the inception of this Lease. LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY “PREMISES AS IS”, AND . TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO (i) ITS FITNESS FOR USE OR PURPOSEFITNESS, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO (ii) THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, (iii) THE EXISTENCE OF ANY DEFECT, LATENT OR PATENT, AS TO (iv) LANDLORD’S 'S TITLE THERETO, OR AS TO (v) VALUE, (vi) COMPLIANCE WITH SPECIFICATIONS, (vii) LOCATION, (viii) USE, (ix) CONDITION, (x) MERCHANTABILITY, (xi) QUALITY, (xii) DESCRIPTION, (xiii) DURABILITY (xiv) OPERATION (xv) THE EXISTENCE OF ANY HAZARDOUS SUBSTANCE, HAZARDOUS CONDITION OR OPERATION, IT BEING AGREED THAT HAZARDOUS ACTIVITY OR (xvi) COMPLIANCE OF THE LEASED PREMISES WITH ANY LAW OR LEGAL REQUIREMENT; AND ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each Leased Property is of its selection and to its specificationsTENANT ACKNOWLEDGES THAT THE LEASED PREMISES IS OF ITS SELECTION AND TO ITS SPECIFICATIONS AND THAT THE LEASED PREMISES HAS BEEN INSPECTED BY TENANT AND IS SATISFACTORY TO IT. IN THE EVENT OF ANY DEFECT OR DEFICIENCY IN ANY OF THE LEASED PREMISES OF ANY NATURE, and that each Leased Property has been inspected by Tenant and is satisfactory to it. In the event of any defect or deficiency in any Leased Property of any natureWHETHER LATENT OR PATENT, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages LANDLORD SHALL NOT HAVE ANY RESPONSIBILITY OR LIABILITY WITH RESPECT THERETO OR FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES (including strict liability in tortINCLUDING STRICT LIABILITY IN TORT). The provisions of this Paragraph THE PROVISIONS OF THIS PARAGRAPH 3(b) have been negotiatedHAVE BEEN NEGOTIATED, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by LandlordAND ARE INTENDED TO BE A COMPLETE EXCLUSION AND NEGATION OF ANY WARRANTIES BY LANDLORD, express or impliedEXPRESS OR IMPLIED, with respect to any Leased PropertyWITH RESPECT TO ANY OF THE LEASED PREMISES, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwiseARISING PURSUANT TO THE UNIFORM COMMERCIAL CODE OR ANY OTHER LAW NOW OR HEREAFTER IN EFFECT OR ARISING OTHERWISE. (c) Tenant acknowledges and agrees represents to Landlord that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title the same to be satisfactory for the purposes contemplated hereby. Tenant acknowledges that (i) Tenant has conveyed fee simple title (both legal and equitable) in the Leased Premises to Landlord and that Tenant has only the leasehold right of possession and use of the Leased Premises as provided herein, (ii) to Tenant's knowledge the Improvements conform to all material Legal Requirements and all Insurance Requirements, (iii) to Tenant's knowledge all easements necessary or appropriate for the use or operation of the Leased Premises have been obtained, (iv) all contractors engaged by this LeaseTenant and to Tenant's knowledge, all subcontractors who have performed work on or supplied materials to the Leased Premises have been fully paid or Tenant is holding retainage sufficient to pay such contractors in full, and all materials and supplies have been fully paid for or Tenant is holding retainage sufficient to pay for such materials and supplies in full, (v) to Tenant's knowledge the Improvements have been fully completed in all material respects in a workmanlike manner of first class quality, and (vi) to Tenant's knowledge all Equipment necessary or appropriate for the use or operation of the Leased Premises has been installed and is presently fully operative in all material respects. (d) Landlord hereby assignsassigns to Tenant, without recourse or warranty whatsoever, to Tenantall warranties, all Guaranties with guaranties, indemnities and similar rights which Landlord may have against any manufacturer, seller, engineer, contractor or builder in respect to each of any of the Leased PropertyPremises. Such assignment shall remain in effect until an Event of Default occurs or until the expiration or earlier termination of this Lease with respect to the related Leased Property. Landlord Lease, whereupon such assignment shall also retain the right to enforce any Guaranties assigned in the name cease and all of Tenant during the continuance of an Event of Default. Landlord hereby agrees to execute said warranties, guaranties, indemnities and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased Property, the Guaranties related to such Leased Property other rights shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In confirmation of such reassignment, Tenant shall execute and deliver promptly any certificate or other instrument which Landlord may request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement shall result in any material diminution in the value or utility of the related Leased Property for use as an office building, branch banking facility or for any other lawful purpose and, further provided, that no such Easement shall render the use of the related Leased Property dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guaranty, in each case notwithstanding the establishment of any Easement.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased Property, and (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property Premises as of the commencement of the TermClosing Date, without representation or warranty by LandlordXxxxxxxx; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expiredexpired or which may hereafter expire. (b) LANDLORD WILL NOT MAKE ANY INSPECTION OF ANY LEASED PROPERTY, AND LANDLORD LEASES AND WILL LEASE, AND TENANT TAKES AND WILL TAKE, EACH THE LEASED PROPERTY PREMISES “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, DESIGN, LOCATION, USE, OPERATION, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY DURABILITY, ENVIRONMENTAL OR OPERATIONSOIL CONDITION OR AVAILABILITY OF UTILITIES, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO TO ANY OF THE FOREGOING ARE TO BE BORNE BY TENANT. Tenant acknowledges and agrees that each (i) the Leased Property is Premises are of its selection and to its specifications, and that each (ii) the Leased Property has Premises have been inspected by Tenant Xxxxxx and is are satisfactory to it. In it and (iii) Tenant has examined the event title to the Leased Premises prior to the execution and delivery of any defect or deficiency in any Leased Property of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or this Lease and has found such title to be satisfactory for any special, incidental or consequential damages (including strict liability in tort)the purposes contemplated by this Lease. The provisions of this Paragraph Section 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties by Landlord, express or implied, with respect to any of the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each Leased Property prior to the execution and delivery of the Lease Supplement therefor and has found such title to be satisfactory for the purposes contemplated by this Lease. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased PropertyWarranties, if any. Such assignment shall remain in effect until the a valid termination of this Lease with respect to the related Leased Property. Lease, provided that Landlord shall also retain the right to enforce any Guaranties assigned the Warranties in the name of Tenant during the continuance of an Event of Default. Landlord hereby Any monies collected by Xxxxxx (net of actual out-of- pocket collection expenses) under any of the Warranties during the continuation of an Event of Default shall be held in trust by Xxxxxx and, at the request of Landlord, promptly paid over to Landlord. Xxxxxxxx xxxxxx agrees to execute and deliver, at TenantXxxxxx’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(dSection 3(c). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property Warranties shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In , provided that, in confirmation of such reassignment, Tenant shall promptly execute and deliver promptly any certificate or other instrument which Landlord may reasonably request. Any monies collected by Tenant under any of the Guaranties after the occurrence of and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. (ed) Landlord agrees to enter into, at TenantXxxxxx’s expense, such Easements Record Agreements as reasonably requested by Tenant, subject to Landlord’s approval of the form thereof, not to be unreasonably withheld; provided, however, that no such Easement Record Agreement shall (i) result in any material diminution in the value or utility of the related Leased Property Premises for use as an office building, branch banking facility building and parking garage (a “Facility”) or for any other lawful purpose and, further provided, that no such Easement shall (ii) render the use of the related Leased Property Premises dependent upon any other property or condition, each of which Tenant shall certify to Landlord and Lenders in writing delivered with condition or affect Tenant’s request with respect to such Easement. Tenant’s request shall also include Tenant’s written undertaking acknowledging that Tenant shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable obligations under the Lease Guaranty, in each case notwithstanding the establishment of any Easementthis Lease.

Title and Condition. (a) Each The Leased Property is Premises are demised and let subject to (i) the Permitted Encumbrances related to such Leased Property, and (ii) all Legal Requirements and Insurance Requirements, including any existing violation of any thereof, and (iii) the condition of such the Leased Property Premises as of the commencement of the TermClosing Date, without representation or warranty by Landlord; it being understood and agreed, however, that the recital of the Permitted Encumbrances herein shall not be construed as a revival of any thereof which for any reason may have expired. (b) LANDLORD HAS NOT MADE AND WILL NOT MAKE ANY INSPECTION OF ANY OF THE LEASED PROPERTYPREMISES, AND LANDLORD LEASES AND WILL LEASE, LEASE AND TENANT TAKES AND WILL TAKE, EACH TAKE THE LEASED PROPERTY PREMISES “AS IS”, AND TENANT ACKNOWLEDGES THAT LANDLORD (WHETHER ACTING AS LANDLORD HEREUNDER OR IN ANY OTHER CAPACITY) HAS NOT MADE MADE, AND WILL NOT MAKE, NOR SHALL LANDLORD BE DEEMED TO HAVE MADE, ANY WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, WITH RESPECT TO ANY OF THE LEASED PROPERTYPREMISES, INCLUDING ANY WARRANTY OR REPRESENTATION AS TO ITS FITNESS FOR USE OR PURPOSE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE, AS TO THE QUALITY OF THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, AS TO LANDLORD’S TITLE THERETO, OR AS TO VALUE, COMPLIANCE WITH SPECIFICATIONS, LOCATION, USE, CONDITION, MERCHANTABILITY, QUALITY, DESCRIPTION, DURABILITY OR OPERATION, IT BEING AGREED THAT ALL RISKS INCIDENT THERETO ARE TO BE BORNE BY TENANT. Tenant acknowledges that each the Leased Property is Premises are of its selection and to its specifications, and that each the Leased Property has Premises have been inspected by Tenant and is are satisfactory to it. In the event of any defect or deficiency in any of the Leased Property Premises of any nature, whether patent or latent, Landlord shall not have any responsibility or liability with respect thereto or for any special, incidental or consequential damages (including strict liability in tort). The provisions of this Paragraph 3(b) have been negotiated, and the foregoing provisions are intended to be a complete exclusion and negation of any warranties or representations by Landlord, express or implied, with respect to any of the Leased PropertyPremises, arising pursuant to the Uniform Commercial Code or any other law now or hereafter in effect or otherwise. (c) Tenant acknowledges and agrees that Tenant has examined the title to each the Leased Property Premises prior to the execution and delivery of the this Lease Supplement therefor and has found such title to be satisfactory for the all purposes contemplated by this LeaseLease as of the date hereof. (d) Landlord hereby assigns, without recourse or warranty whatsoever, to Tenant, all Guaranties with respect to each Leased PropertyGuaranties. Such assignment shall remain in effect until the termination of this Lease with respect to the related Leased Property. Lease, provided that Landlord shall also retain the right to enforce any the Guaranties assigned in the name of Tenant during the continuance of an Event of Default. Any monies collected by Tenant (net of reasonable out-of-pocket collection expenses and net of that portion of such monies actually used for any repair, restoration or corrective action relating to such Guaranty) under any of the Guaranties during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over to Landlord. Landlord hereby agrees to execute and deliver, at Tenant’s expense, such further documents, including powers of attorney, as Tenant may reasonably request in order that Tenant may have the full benefit of the assignment effected or intended to be effected by this Paragraph 3(d). Upon the termination of this Lease with respect to any Leased PropertyLease, the Guaranties related to such Leased Property shall automatically revert to Landlord, without recourse or warranty. The foregoing provision of reversion shall be self-operative and no further instrument of reassignment shall be required. In , provided that, in confirmation of such reassignment, Tenant shall promptly execute and deliver promptly any certificate or other instrument such instruments which Landlord may requestreasonably request in such form and substance as is reasonably acceptable to Tenant. Any monies collected In the event that any Guaranty is not assignable to Tenant or if Landlord’s rights under any Guaranty cannot otherwise be exercised by Tenant, Landlord shall reasonably cooperate (at no cost to Landlord) with Tenant with respect such actions as may be reasonably requested by Tenant under any (including execution of the Guaranties after the occurrence of documents in form and during the continuation of an Event of Default shall be held in trust by Tenant and promptly paid over substance reasonably acceptable to Landlord) in order to exercise Landlord’s rights under such Guaranty. (e) Landlord agrees to enter into, at Tenant’s expense, such Easements Record Agreements as reasonably requested by Tenant, subject to Landlord’s approval of the form and substance thereof, not to be unreasonably withheld, conditioned or delayed; provided, however, that no such Easement Record Agreement shall result in any material diminution in the value or utility of the related Leased Property Premises for use as an a corporate headquarters campus or general office building(such use, branch banking facility or together with all ancillary uses which are compatible with such use and are for the benefit of Tenant’s and/or any other lawful purpose of its subtenant’s Affiliates, partners, employees, clients and guests (and not for the benefit of the “general public”), is referred to herein as a “Facility”) and, further provided, that no such Easement Record Agreement shall (i) render the use of the related Leased Property Premises dependent upon any other property or conditioncondition or (ii) affect Tenant’s obligations under this Lease, each of which Tenant shall certify and affirm to Landlord and Lenders Lender in writing delivered with Tenant’s request with respect to such EasementRecord Agreement (other than any Required Record Agreement (as defined below)). Notwithstanding anything to the contrary herein, any limitations set forth in clause (i) of the foregoing sentence of this Paragraph 3(e) with respect to Record Agreements shall not apply to any Record Agreement which is requested to be entered into by Landlord by Tenant and is required by Applicable Laws in connection with Tenant’s request shall also include use of the Leased Premises as a Facility (each, a “Required Record Agreement”), and Landlord, at Tenant’s written undertaking acknowledging that Tenant expense, shall remain liable hereunder as principal and not merely as a surety or guarantor and Lease Guarantor’s written undertaking acknowledging that Lease Guarantor shall remain liable under the Lease Guarantypromptly enter into any such Required Record Agreement, in each case notwithstanding the establishment of any Easementsuch form and substance reasonably acceptable to Landlord, unless such form and substance is mandated by Applicable Laws and is otherwise not negotiable (in which case, such Required Record Agreement shall not be subject to Landlord’s approval).