SECTION # Defined Terms; Interpretation; Etc. Capitalized terms used and not defined in this Amendment shall have the meanings assigned to such terms in the Credit Agreement. This Amendment is a “Loan Document”.

Each Lease for any portion of the Properties entered into after the date of this Loan Agreement shall be subject to Lender’s Approval, and as a condition to granting such Approval, Lender may require a subordination, non-disturbance and attornment agreement (“SNDA”) among Lender, the applicable Borrower, and the Tenant, which agreement shall # subject and subordinate such Lease to the lien and terms of the applicable Security Instrument and the other Loan Documents, # subordinate the Tenant’s rights to casualty and condemnation proceeds and # be on Lender’s then-current form with reasonable modifications as may be requested by any Tenant or, if a form SNDA is attached to any Lease with a national Tenant, be on such form, subject to reasonable modifications requested by Lender; provided, however, no such SNDA shall be required from any Tenant whose Lease is self-subordinating.

Authorization, Etc. The execution and delivery by each Loan Party of this Amendment, and the performance by each Loan Party of this Amendment and the Financing Agreement, as amended hereby # have been duly authorized by all necessary action, # do not and will not contravene # any of such Loan Party's Governing Documents, # any applicable material Requirement of Law or # any material Contractual Obligation binding on or otherwise affecting such Loan Party or any of its properties, # do not and will not result in or require the creation of any Lien (other than pursuant to any Loan Document) upon or with respect to any of its properties, and # do not and will not result in any default, noncompliance, suspension, revocation, impairment, forfeiture or nonrenewal of any permit, license, authorization or approval applicable such Loan Party operations or any of its properties, except, in the case of clause (iv), to the extent where such contravention, default, noncompliance, suspension, revocation, impairment, forfeiture or nonrenewal could not reasonably be expected to have a Material Adverse Effect.

Remedies, Etc. During the period in which an Event of Default shall have occurred and be continuing, the Collateral Agent shall (but only if and to the extent directed in writing by the Required Lenders) do any of the following:

Name, Etc. No Grantor will change its name, chief executive office, organizational identification number, jurisdiction of organization or organizational identity; provided, that any Grantor may change its name or chief executive office upon at least 5 days prior written notice to Agent of such change.

Amendments, Etc. Subject to [Section 3.03(c)], unless otherwise expressly provided herein, no amendment or waiver of any provision of this Agreement or any other Loan Document, and no consent to any departure by the Borrower therefrom, shall be effective unless in writing signed by the Required Lenders and the Borrower and acknowledged by the Administrative Agent, and each such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given; provided, however, that no such amendment, waiver or consent shall:

Notices, Etc. The Borrower shall notify the Administrative Agent by telephone (confirmed by telecopy) of any prepayment hereunder # in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 noon, New York City time, three Business Days before the date of prepayment or # in the case of prepayment of an ABR Borrowing, not later than 12:00 noon, New York City time, one Business Day before the date of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date, the principal amount of each Borrowing or portion thereof to be prepaid and, in the case of a mandatory prepayment, a reasonably detailed calculation of the amount of such prepayment; provided that if a notice of prepayment is given in connection with a conditional notice of termination of the Revolving Credit Commitments as contemplated by Section 2.10, then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.10. Promptly following receipt of any such notice relating to a Borrowing of any Class, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of a Borrowing of the same Type as provided in Section 2.05, except as necessary to apply fully the required amount of a mandatory prepayment. Each prepayment of a Borrowing of any Class shall be applied ratably to the Loans of such Class included in such Borrowing and (unless the Borrower shall otherwise direct) shall be made, first, to ABR Loans and, second, to Eurodollar Loans. Prepayments shall be accompanied by accrued interest to the extent required by Section 2.14.

Permits, Etc. Except as set forth on [Schedule 4.10] hereto, each Credit Party and its Subsidiaries # has obtained all material Environmental Permits necessary for the ownership and operation of its Properties and the conduct of its businesses; # is in material compliance with all terms and conditions of such Permits and with all other material requirements of applicable Environmental Laws; # has not received written notice of any material violation or alleged material violation of any Environmental Law or Environmental Permit that has not been resolved; and # is not subject to any actual or contingent Environmental Claim which could reasonably be expected to cause a Material Adverse Change.

Notices, Etc. The Borrower shall notify the Administrative Agent (and, in the case of prepayment of a Swingline Loan made by a Swingline Lender, such Swingline Lender) by telephone (confirmed by telecopy) of any prepayment hereunder # in the case of prepayment of a Eurocurrency Borrowing denominated in Dollars (other than in the case of a prepayment pursuant to [Section 2.10(d)]), not later than 11:00 a.m., Atlanta, Georgia time, three Business Days before the date of prepayment, # in the case of prepayment of a Eurocurrency Borrowing denominated in a Foreign Currency (other than in the case of a prepayment pursuant to [Section 2.10(d)]), not later than 11:00 a.m., London time, four Business Days before the date of prepayment, # in the case of prepayment of a Syndicated ABR Borrowing (other than in the case of a prepayment pursuant to [Section 2.10(d)]), not later than 11:00 a.m., Atlanta, Georgia time, one Business Day before the date of prepayment, # in the case of prepayment of a Swingline Loan, not later than 11:00 a.m., Atlanta, Georgia time, on the date of prepayment, or # in the case of any prepayment pursuant to [Section 2.10(d)], not later than 1:00 p.m., Atlanta, Georgia time, on the date of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date, the principal amount of each Borrowing or portion thereof to be prepaid and, in the case of a mandatory prepayment, a reasonably detailed calculation of the amount of such prepayment; provided that, if # a notice of prepayment is given in connection with a conditional notice of termination of the Commitments of a Class as contemplated by Section 2.08, then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.08 and # any notice given in connection with [Section 2.10(d)] may be conditioned on the consummation of the applicable transaction contemplated by such Section and the receipt by the Borrower or any such Subsidiary (other than a Financing Subsidiary) of Net Cash Proceeds. Promptly following receipt of any such notice relating to a Syndicated Borrowing, the Administrative Agent shall advise the affected Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of a Borrowing of the same Type as provided in Section 2.02 or in the case of a Swingline Loan, as provided in Section 2.04, except as necessary to apply fully the required amount of a mandatory prepayment. Each prepayment of a Syndicated Borrowing of a Class of Commitments or Final Maturity Date shall be applied ratably to the Loans held by the Lenders of such Class included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by [Section 2.12] and shall be made in the manner specified in [Section 2.09(b)] unless such prepayment is made in connection with the reduction of Commitments in accordance with [Section 2.08(b) or (f)])] in which case such prepayment shall be applied in accordance with [Section 2.08(d) or (f)])], as applicable.

Authorization, Etc. The execution and delivery by each Loan Party of this Amendment, and the performance by each Loan Party of this Amendment and the Financing Agreement, as amended hereby # have been duly authorized by all necessary action, # do not and will not contravene # any of such Loan Party's Governing Documents, # any applicable material Requirement of Law or # any material Contractual Obligation binding on or otherwise affecting such Loan Party or any of its properties, # do not and will not result in or require the creation of any Lien (other than pursuant to any Loan Document) upon or with respect to any of its properties, and # do not and will not result in any default, noncompliance, suspension, revocation, impairment, forfeiture or nonrenewal of any permit, license, authorization or approval applicable such Loan Party operations or any of its properties, except, in the case of clause (iv), to the extent where such contravention, default, noncompliance, suspension, revocation, impairment, forfeiture or nonrenewal could not reasonably be expected to have a Material Adverse Effect.