Administrative Agent’s Office. The Administrative Agent hereby designates its office located at the address set forth above, or any subsequent office which shall have been specified for such purpose by written notice to the Borrower and Lenders, as the Administrative Agent’s Office referred to herein, to which payments due are to be made and at which Loans will be disbursed and Letters of Credit requested.

. In addition to the fees and expenses of Servicer described in Section 11.19, Borrowers shall pay all actual out-of-pocket costs and expenses of Administrative Agent and/or Lender (including actual out-of-pocket attorney’s fees) in connection with # the negotiation, preparation, execution and delivery of the Loan Documents and any other document being prepared in connection with the consummation of the Transactions (including costs and expenses for which invoices were not available at the closing of the Loan, or costs and expenses that are incurred by Administrative Agent and/or Lender after the closing of the Loan), # the creation, perfection, preservation or protection of Administrative Agent’s and Lender’s Liens in the Collateral (including fees and expenses for title and Lien searches or amended or replacement mortgages, UCC-1 Financing Statements, or Loan Documents, Survey fees and charges, title insurance premiums and filing and recording taxes, fees and charges and the costs and fees incurred in connection with arranging, setting up, servicing and maintaining any Accounts), # Administrative Agent’s due diligence with respect to the Property, including the fees and disbursements of the third parties that have prepared the Third Party Reports and any other third party due diligence expenses for the Property, including travel expenses, # the negotiation, preparation, execution and delivery of any amendment, modification, supplement, waiver, restructuring or consent relating to any of the Loan Documents, and # any effort or action (whether or not litigation or foreclosure

. The Borrower shall pay to the Administrative Agent the nonrefundable fees (the “Administrative Agent’s Fee”) under the terms of a letter (the “Administrative Agent’s Letter”) between the Borrower and Administrative Agent, as amended from time to time.

. In the case of any event specified in [Section 4.4.1] [Unascertainable] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, in the case of an event specified in [Section 4.4.2] [Illegality; Increased Costs; Deposits Not Available], and in the case of an event specified in [Section 4.4.4] [Optional Currency Not Available] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of # the Lenders, in the case of such notice given by the Administrative Agent, or # such Lender, in the case of such notice given by such Lender, # to allow the Borrower to select, convert to or renew a Euro-Rate Option or select an Optional Currency, as applicable shall be suspended, and # if such notice asserts the illegality of making or maintaining Loans under the Base Rate Option the interest rate on which is determined by reference to the Daily LIBOR Rate component of the Base Rate, the interest rate on which Loans under the Base Rate Option shall, if necessary to avoid such illegality, be determined by the Administrative Agent without reference to the Daily LIBOR Rate component of the Base Rate, in each case until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Lender’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. If at any time the Administrative Agent makes a determination under [Section 4.4.1] [Unascertainable] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a Euro-Rate Option and such Interest Rate Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of the Base Rate Option otherwise available with respect to such Loans. If any Lender notifies the Administrative Agent of a determination under [Section 4.4.2] [Illegality; Increased Costs; Deposits Not Available], the Borrower shall, subject to the Borrower’s indemnification Obligations under [Section 5.11] [Indemnity], as to any Loan of the Lender to which a Euro-Rate Option applies, on the date specified in such notice either # as applicable, convert such Loan to the Base Rate Option otherwise available with respect to such Loan or select a different Optional Currency or Dollars, or # prepay such Loan in accordance with [Section 5.7] [Voluntary Prepayments]. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to the Base Rate Option otherwise available with respect to such Loan upon such specified date. If the Administrative Agent makes a determination under [Section 4.4.4] [Optional Currency Not Available] then, until the Administrative Agent notifies the Borrower that the circumstances giving rise to such determination no longer exist, # the availability of Loans in the affected Optional Currency shall be suspended, # the outstanding Loans in such affected Optional Currency shall be converted into U.S. Dollar Loans (in an amount equal to the Dollar Equivalent of such outstanding Optional Currency Loans) # on the last day of the then current Interest Period if the Lenders may lawfully continue to maintain Loans in such Optional Currency to such day, or # immediately if the Lenders may not lawfully continue to maintain Loans in such Optional Currency, and interest thereon shall thereafter accrue at the Base Rate Option.

Administrative Agent’s Office. The Administrative Agent hereby designates its office located at the address set forth above, or any subsequent office which shall have been specified for such purpose by written notice to the Borrower and Lenders, as the Administrative Agent’s Office referred to herein, to which payments due are to be made and at which Loans will be disbursed and Letters of Credit requested.

In the case of any event specified in [subsection 4.5.1] above, the Administrative Agent shall promptly so notify the Banks and TGI, on behalf of the Borrowers, thereof, and in the case of an event specified in [subsection 4.5.2] above, such Bank shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Banks and TGI on behalf of the Borrowers. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of # the Banks, in the case of such notice given by the Administrative Agent, or # such Bank, in the case of such notice given by such Bank, to allow the Borrowers to select, convert to or renew a Euro-Rate Option or select an Optional Currency (as applicable) shall be suspended until the Administrative Agent shall have later notified TGI, on behalf of the Borrowers, or such Bank shall have later notified the Administrative Agent, of the Administrative Agent’s or such Bank’s, as the case may be, determination that the circumstances

Administrative Agent’s Consent. Any submission by Borrowers for Administrative Agent’s consent to a Lease or to a modification, amendment, supplement, renewal, termination or cancellation of any Lease shall be accompanied by # a copy of such Lease (together with a comparison of such Lease against the standard form of Lease approved in writing by Administrative Agent showing all proposed modifications to the standard form of Lease approved in writing by Administrative Agent) or a copy of such modification, amendment, supplement, renewal, termination or cancellation, # a then-current Rent Roll for the applicable Individual Property and # year-to-date and prior year operating statements for the applicable Individual Property (collectively, the “Lease Approval Deliveries”). Each Lease, and each modification, amendment, supplement, renewal, termination or cancellation of any Lease, shall be in writing. If any proposed Lease that is consented to by Administrative Agent is not executed and delivered by both the applicable Borrower and the applicable Tenant thereunder on or prior to the date that is thirty (30) days following the date that such Lease was consented to, then such consent of Administrative Agent shall expire automatically and without further notice, and Borrowers shall be required to resubmit such proposed Lease to Administrative Agent for consent. If # Administrative Agent fails to respond to such written request for consent of a proposed Lease on or prior to the date that is five (5) Business Days following the date that Administrative Agent receives such request, all Lease Approval Deliveries and any additional information that Administrative Agent may reasonably require to evaluate such proposed Lease, and # Borrowers have delivered to Administrative Agent a second written request containing a legend clearly marked in not less than fourteen (14) point bold face type, underlined, in all caps letters “ADMINISTRATIVE AGENT SHALL BE DEEMED TO HAVE CONSENTED TO THE LEASE CONTAINED HEREIN IF ADMINISTRATIVE AGENT FAILS TO RESPOND TO THIS REQUEST FOR CONSENT ON OR PRIOR TO THE DATE THAT IS FIVE # BUSINESS DAYS FOLLOWING THE DATE HEREOF,” then Administrative Agent shall be deemed to have consented to such Lease if Administrative Agent fails to respond to such second written request before the expiration of such five (5) Business Day period; provided, however, that this deemed consent provision shall not apply to # any Lease to any Person that is an Affiliate of any Borrower, Guarantor, any other Borrower Owner Person or Property Manager or # any Lease that (by its terms) requires Administrative Agent and/or Lender to execute an SNDA. Notwithstanding the foregoing, if any proposed Lease that is deemed to have been consented to by Administrative Agent pursuant to the immediately preceding sentence is not executed and delivered by both the applicable Borrower and the applicable Tenant thereunder on or prior to the date that is thirty (30) days following the date that such Lease was deemed to have been consented to, then such deemed consent of

If any proposed transfer is not consummated on or prior to the date set forth in the applicable Permitted Transfer Notice, then (notwithstanding that such proposed transfer was not timely consummated) # Administrative Agent may apply the Permitted Transfer Deposit to the payment of all of the actual out-of-pocket costs, fees and expenses incurred by Administrative Agent in respect of such proposed transfer, including actual out-of-pocket attorneys’ fees incurred by Administrative Agent, # if the amount of such costs, fees, and expenses exceeds the Permitted Transfer Deposit, then Borrowers shall pay such excess amount to Administrative Agent not later than ten (10) days following written demand therefor, and # if the amount of any such Permitted Transfer Deposit exceeds such costs, fees, and expenses, and if no Event of Default exists, then Administrative Agent shall return such excess to Borrowers.

Administrative Agent’s and Lender’s Rights. In the case of any event specified in Section 4.4.1 [Unascertainable] above and in the case of an event specified in [Section 4.4.4] [Optional Currency Not Available] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in [Section 4.4.3]

Administrative Agent’s and Lender’s Rights. In the case of any event specified in [Section 4.4(a)] [Unascertainable] above, the Administrative Agent shall promptly so notify the Lenders and the Borrower thereof, and in the case of an event specified in [Section 4.4(b)] [Illegality; Increased Costs; Deposits Not Available] above, such Lender shall promptly so notify the Administrative Agent and endorse a certificate to such notice as to the specific circumstances of such notice, and the Administrative Agent shall promptly send copies of such notice and certificate to the other Lenders and the Borrower. Upon such date as shall be specified in such notice (which shall not be earlier than the date such notice is given), the obligation of # the Lenders, in the case of such notice given by the Administrative Agent, or # such Lender, in the case of such notice given by such Lender, to allow the Borrower to select, convert to or renew a LIBOR Rate Option shall be suspended until the Administrative Agent shall have later notified the Borrower, or such Lender shall have later notified the Administrative Agent, of the Administrative Agent’s or such Lender’s, as the case may be, determination that the circumstances giving rise to such previous determination no longer exist. If at any time the Administrative Agent makes a determination under [Section 4.4(a)] [Unascertainable] and the Borrower has previously notified the Administrative Agent of its selection of, conversion to or renewal of a LIBOR Rate Option and such Interest Rate Option has not yet gone into effect, such notification shall be deemed to provide for selection of, conversion to or renewal of the Base Rate Option otherwise available with respect to such Loans. If any Lender notifies the Administrative Agent of a determination under [Section 4.4(b)] [Illegality; Increased Costs; Deposits Not Available], the Borrower shall, subject to the Borrower’s indemnification Obligations under Section 5.10 [Indemnity], as to any Loan of the Lender to which a LIBOR Rate Option applies, on the date specified in such notice either convert such Loan to the Base Rate Option otherwise available with respect to such Loan or prepay such Loan in accordance with Section 5.2 [Voluntary Prepayments]. Absent due notice from the Borrower of conversion or prepayment, such Loan shall automatically be converted to the Base Rate Option otherwise available with respect to such Loan upon such specified date.