Attached hereto as [Exhibit D] (the "Contract Schedule") is a true, correct and complete list of all service contracts and other contracts (other than the Leases) respecting the operation of the Property (the "Contracts"). The Contracts are currently in full force and effect and # to Seller’s knowledge, Manager has performed all of its material obligations thereunder as of the date hereof and # Seller has performed all of Seller’s material obligations thereunder as of the date hereof.

“Material Agreement” means any of the material agreements or contracts listed on [Schedule 3.12] hereto from time to time, and “Material Agreements” means all of them.

“Material Contracts” has the meaning set forth in [Section 3.7(a)].

“Restricted Material Contracts” shall have the meaning set forth in [Section 9.4].

Schedule # Equity Interests [Schedule 5.23] Commercial Tort Claim [Schedule 5.25] Material Contracts

not enter into any material Contract of the Target Entities except in the Ordinary Course of Business, or terminate or reject (whether pursuant to section 365 of the Bankruptcy Code or otherwise) any material Contract of the Target Entities; provided, that Contracts involving less than ​ per annum shall not be deemed “material Contracts” for the purposes of this [Section 6.4(o)];

No Defaults. The Material Contracts of ​ are valid and binding agreements of ​, as applicable, and are in full force and effect and are enforceable in accordance with their terms. Except as would not have a Material Adverse Effect, ​ is not in breach or default of any of its Material Contracts to which it is a party and, to the knowledge of ​, no other party to any of its Material Contracts is in breach or default thereof. Except as would not have a Material Adverse Effect, no event has occurred or circumstance has existed that (with or without notice or lapse of time) would # contravene, conflict with or result in a violation or breach of, or become a default or event of default under, any provision of any of its Material Contracts or # permit ​ or any other Person the right to declare a default or exercise any remedy under, or to accelerate the maturity or performance of, or to cancel, terminate or modify any of its Material Contracts. ​ has not received any notice and has no knowledge of any pending or threatened cancellation, revocation or termination of any of its Material Contracts to which it is a party, and there are no renegotiations of, or attempts to renegotiate.

Section # Certain Changes or Events since ​ [Section 3.18] Material Contracts

#[Section 4.19(a)] of the EnTrust Disclosure Schedule contains a complete and accurate list of the following Contracts as of the date hereof to which any EnTrust Entity or any EnTrust Fund is a party or by which it or any of their assets is bound (whether written or oral) (such Contracts to the extent disclosed, or required to be disclosed on [Section 4.19(a)] of the EnTrust Disclosure Schedule, collectively, the “EnTrust Material Contracts,” and each, an “EnTrust Material Contract”):

#[Section 5.19(a)] of the Permal Disclosure Schedule contains a complete and accurate list of the following Contracts as of the date hereof to which any Permal Entity or any Permal Fund is a party or by which it or any of their assets is bound (whether written or oral) (such Contracts to the extent disclosed, or required to be disclosed on [Section 4.19(a)] of the Permal Disclosure Schedule, collectively, the “Permal Material Contracts,” and each, a “Permal Material Contract”):