Cash Management. Notwithstanding anything to the contrary in the Loan Documents, including but not limited to that certain Side Letter dated as of August 15, 2012, by and among Lender, Borrower and Guarantor, in the event the Property does not maintain a DCR (as defined below) of at least 1.0 as of August 31, 2020, Borrower and Lender shall enter into a Clearing Account Agreement and a Cash Management Agreement, each in form and substance acceptable to Lender, no later than September 30, 2020, pursuant to which Borrower shall cause all Rents to be remitted directly to an account (the “Clearing Account”) established with a bank acceptable to Lender in its sole discretion (the “Deposit Bank”), provided that, as of the date of this Agreement, U.S. Bank National Association is an acceptable Deposit Bank; and the failure to satisfy such requirements by September 30, 2020 shall be an Event of Default under the Loan Documents, provided that, in the event that such requirements cannot be satisfied with reasonable due diligence by September 30, 2020, such failure shall not constitute an Event of Termination under this Agreement so long as Borrower diligently works to remedy the same for such additional period of time, if any, as reasonably determined by Lender. The Deposit Bank shall also be a party to the Clearing Account Agreement and, subject to the terms of this Section, Lender shall have sole dominion and control over, and a perfected security interest in, the Clearing Account. At Lender’s option and direction, all funds in the Clearing Account shall be transferred to an account designated by Lender (the “Cash Management Account”), at an institution designated by Lender (the “Cash Management Depository”), or at Lender’s option and direction, Lender may designate the Deposit Bank as the Cash Management Depository and may also designate the Clearing Account as the Cash Management Account. Lender shall apply the funds in the Cash Management Account, on the applicable due date thereof, as follows:

Section # Cash Management Arrangements. From and after the commencement of a Trigger Period and while any Trigger Period is continuing, Borrower shall cause all Rents (other than security deposits of Tenants, which shall be held in accordance with Section 4.11.4) to be transmitted directly by non-residential Tenants of the Property into a trust account (the “Clearing Account”) established and maintained by Borrower at an Eligible Institution selected by Borrower and reasonably approved by Lender (the “Clearing Bank”) as to be more fully described in the Clearing Account Agreement. Within ten (10) Business Days after the occurrence of the first Trigger Period, Borrower shall enter into and deliver to Lender, and shall cause Manager and the Clearing Bank to enter into and deliver to Lender, the Clearing Account Agreement, which shall remain in full force and effect at all times thereafter during the Term. In addition, and without in any way limiting the foregoing, with respect to all Gross Revenues received by Borrower or Manager, including all Rents from residential Tenants of the Property, # such amounts shall be deemed to be collateral for the Obligations and shall be held in trust for the benefit, and as the property, of Lender, # such amounts shall not be commingled with any other funds or property of Borrower or Manager, and # Borrower or Manager shall deposit such amounts in the Clearing Account within two (2) Business Days of receipt (other than security deposits of Tenants, which shall be held in accordance with Section 4.11.4). Funds deposited in the Clearing Account shall be swept on a daily basis into the Deposit Account and applied and disbursed in accordance with this Agreement and the Cash Management Agreement. Funds in the Deposit Account that are invested shall be invested in Permitted Investments, as more particularly set forth in the Cash Management Agreement. Lender may also establish subaccounts of the Deposit Account which shall at all times be Eligible Accounts (and may be ledger or book entry accounts and not actual accounts) (such subaccounts are referred to herein as “Accounts”). The Deposit Account and all other Accounts will be under the sole control and dominion of Lender, and Borrower shall have no right of withdrawal therefrom. Borrower shall pay for all expenses of opening and maintaining all of the above accounts.