Severance Conditions. As a condition of and prior to the receipt of all or any of the Severance Benefits, Employee must execute and allow to become effective a general release of claims in the form attached hereto as [Exhibit A] within sixty (60) days after the effective date of termination and must comply with the terms of this Agreement. Upon any termination of Employee’s employment by the Company without Cause or by Employee for Good Reason, the Company and its affiliates (by and through their respective directors and senior executive officers) and Executive agree not to disparage the other party.

#Termination Not in Connection With or Within 18 Months of a Change in Control. If before, or more than eighteen months following, a Change in Control there occurs # a Termination Without Cause, or # the termination of Employee’s employment with ​ by Employee for Good Reason within 30 days following the earlier of # ​’s failure to cure within the 30-day period set forth in the definition of Good Reason, and # ​’s notice to Employee that it will not cure the event giving rise to such termination for Good Reason, then # Employee shall receive a lump sum amount equal to the number of months constituting the Severance Period at the time of termination times the Employee’s monthly base salary (determined as the Employee’s highest monthly base salary paid to Employee while employed by ​; base salary does not include any bonus, commissions or other incentive payments or compensation); # subject to [Section 2(b)] below, Employee shall be entitled to a continuation of all Health and Welfare Benefits for Employee and, if applicable, Employee’s eligible dependents during the Severance Period at the time they would have been provided or paid had the Employee remained an employee of Company during the Severance Period and at the levels provided prior to the event giving rise to a termination; # Employee shall receive the amount of Employee’s annual incentive compensation plan payout for the annual incentive compensation plan year in which Employee’s date of termination occurred, based on actual performance for the entire performance period and prorated for the amount of time Employee was employed by ​ prior to the date of termination during such plan year (“Actual Incentive Compensation Payment”); and # ​ shall make available to Employee career transition services at a level and with a provider selected by ​ in accordance with [Section 2(g)] below.

Conditions to Severance Pay. To be eligible for Severance Pay, Executive must meet the following conditions: # Executive must comply with Executive’s obligations under this Agreement that continue after termination of employment; and # Executive must resign upon written request by the Corporation from all positions with or representing the Corporation, including but not limited, to membership on boards of directors; and # Executive must enter into, and not revoke, an agreement in form reasonably acceptable to the Corporation that releases the Corporation and any officer, director, agent, employee, shareholder, or other representative of the Corporation from any and all claims of Executive except for claims

CONDITIONS FOR RECEIVING SEVERANCE BENEFITS. In consideration for the benefits offered to you pursuant to [Section 2.2], [Section 3] and the benefits pursuant to [Section 4], you hereby agree, or shall agree in writing prior to the payment of any such benefits on forms prescribed by the Company, to the following conditions:

Severance. In the event that Employee's employment is terminated pursuant to [Section 1] of this Agreement (exclusive of a termination after a change in control where severance is governed by the provisions contained in [Section 13] herein and exclusive of termination pursuant to [Section 5], where material breach is committed by the Employee), the Employee shall receive severance pay for a period of one (1) year following termination of employment. Severance will be paid in accordance with normal and customary payroll practices of the Employer. The aggregate severance will be equal to the Employee's then current, annual base compensation.

Severance. [Section 7(a)] of the Employment Agreement titled “Severance and Acceleration” is hereby removed from the Employment Agreement. In lieu thereof, the following text is inserted as 7(a) of the Employment Agreement:

Severance. If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this Agreement.

Severance. If Employee’s employment is terminated either by the Company without Cause (as defined above) (and not for death or Disability), or by Employee pursuant to [Section 4(c)] above, then, subject to their execution and non-revocation of a reasonable and customary general release of claims in favor of the Company and its affiliates, Employee shall be entitled to receive the following:

Severance. If the Company terminates Employee’s employment without Cause or the Employee terminates the Employee’s employment for Good Reason, the Partnership shall pay to the Employee, in cash, the following:

Upon and at any time following the occurrence of an Event of Default, the Agent shall have the right from time to time to partially foreclose any of the Mortgages and/or any of the Pledge Agreements in any manner and for any amounts secured by any of the Mortgages and/or any of the Pledge Agreements then due and payable as determined by the Agent in its sole discretion, including in the following circumstances: # in the event any Borrower defaults beyond any applicable grace period in the payment of one or more scheduled payments of interest or principal, the Agent may foreclose any of the Mortgages and/or any of the Pledge Agreements or any other security available therefor to recover such delinquent payments, or # in the event the Agent elects to accelerate less than the entire Outstanding Principal Balance, the Agent may foreclose any of the Mortgages and/or any of the Pledge Agreements or any other security therefor to recover so much of the principal balance of the Loan as the Agent may accelerate and such other sums secured by the Mortgages and/or the Pledge Agreements or any other security as the Agent may elect. Notwithstanding one or more partial foreclosures, the Properties and the Collateral shall remain subject to the Mortgages and the Pledge Agreements to secure payment of the sums secured by the Mortgages and/or the Pledge Agreements and not previously recovered. With respect to the Borrowers, the Properties and the Collateral, nothing contained herein or in any other Loan Document shall be construed as requiring the Agent or the Lender to resort to the Properties or the Collateral or any other security for the satisfaction of any of the Debt in any preference or priority, and the Agent and/or the Lender may seek satisfaction out of the Properties and/or the Collateral or any other security, or any part thereof, in its absolute discretion in respect of the Debt.