Value of Mortgaged Property. Other than with respect to a Scratch and Dent Mortgage Loan, ​ has no knowledge of any circumstances existing that could reasonably be expected to adversely affect the value or the marketability of any Mortgaged Property or Mortgage Loan or to cause the Mortgage Loans to prepay during any period materially faster or slower than similar mortgage loans held by ​ generally secured by properties in the same geographic area as the related Mortgaged Property.

Ownership of Mortgaged Property. Each Borrower hereby represents, warrants and covenants that as of the Closing Date, such Borrower will own the working interests, royalty interests and net revenue interests in the oil and gas leasehold estate for the Mortgaged Property covered by the Mortgage as represented to Bank and free and clear of all Liens, except Liens arising under this Agreement.

Occupancy of the Mortgaged Property. The Mortgaged Property is lawfully occupied under applicable law. All inspections, licenses and certificates required to be made or issued with respect to all occupied portions of the Mortgaged Property and, with respect to the use and occupancy of the same, including but not limited to certificates of occupancy and fire underwriting certificates, have been made or obtained from the appropriate authorities.

Location and Type of Mortgaged Property. The Mortgaged Property is a fee simple property located in the state identified in the Mortgage Loan Schedule except that with respect to real property located in jurisdictions in which the use of leasehold estates for

Mortgaged Property Undamaged; No Condemnation Proceedings. There is no proceeding pending or, to the knowledge of the ​, threatened for the total or partial condemnation of the Mortgaged Property, other than with respect to a Ginnie Mae Modified Loan or a Scratch and Dent Mortgage Loan. The Mortgaged Property is undamaged by waste, fire, earthquake or earth movement, windstorm, flood, tornado or other casualty so as to affect adversely the value of the Mortgaged Property as security for the Mortgage Loan or the use for which the premises were intended and each Mortgaged Property is in good repair.

Construction or Rehabilitation of Mortgaged Property. Unless otherwise approved by ​ in writing and other than with respect to FHA 203k and 203b Mortgage Loans, no Mortgage Loan was made in connection with the construction or rehabilitation of a Mortgaged Property or facilitating the trade-in or exchange of a Mortgaged Property.

Proceeds of Sale of Mortgaged Property. In the event any undivided interest in any of the Mortgaged Property is sold and causes a Collateral Borrowing Base Deficiency (as defined in [Section 4.3] hereof), the sales proceeds of any such sale shall be applied initially to the outstanding principal balance of the Revolver Note, then to accrued interest under the Revolver Note; provided, however, no such sale shall occur except as permitted in [Section 6.16] hereof or in the Mortgage or without the prior written consent of the Bank, not to be unreasonably withheld, conditioned or delayed.

“Mortgaged Property” means, collectively, any Mortgaged Property (as defined in any Mortgage) covering the Properties.

SECTION #Collateral-Mortgage Property. With respect to each Mortgaged Property, if any, within the Collateral the Administrative Agent has: # a first priority lien upon the fee simple title to the Mortgaged Property, if any; # a first priority lien upon the leases and rents applicable to the Mortgaged Property, if any; # a first priority lien upon all equipment and fixtures applicable to the Mortgaged Property, if any; and # all Mortgaged Property Security Documents, if any, reasonably requested by the Administrative Agent.

“Underlying Mortgaged Property” shall mean the real property securing the related Purchased

Schedule #(e) Mortgaged Property Support Documentation

related Purchased Asset Documents, # such guarantor’s ability to perform under the related guaranty, # the use, operation or value of the Underlying Mortgaged Property, # the principal benefit of the security intended to be provided by the Purchased Asset Documents, # the current ability of the Underlying Mortgaged Property to generate net cash flow sufficient to service such Purchased Asset or # the current principal use of the Underlying Mortgaged Property.

"Mortgaged Property" shall mean collectively, any real property subject to ​'s Lien.

As-Is Value of Underlying Mortgaged Property:

executed and recordable mortgage lien releases and UCC termination statements from any such lender regarding the Mortgaged Property, and # such other information with respect to the Mortgaged Property of Borrowers as shall be reasonably requested by Bank.

The Seller represents and warrants to the ​, as of the Closing Date, as to itself with respect to each Trust Subordinate Companion Loan, the AMA Plaza Mortgaged Property and the 225 Bush Street Mortgaged Property, that:

#Such Participated Mortgage Loan is secured by a valid first Lien on the Mortgaged Property described in the Security Instrument for such Participated Mortgage Loan; # such Mortgaged Property is free and clear of all Liens, claims and encumbrances having priority over the Lien of the Security Instrument which secures such Participated Mortgage Loan, except for Permitted Encumbrances; and # there is no subordinate Lien encumbering such Mortgaged Property;

“Mortgaged Property”: The real property securing repayment of the debt evidenced by a Mortgage Note.

with respect to any Mortgaged Property, Permitted Encumbrances;