Common use of Conditions Precedent to the Initial Advance Clause in Contracts

Conditions Precedent to the Initial Advance. Agent and ▇▇▇▇▇▇ will make the initial Advance provided for hereunder only after the satisfaction or waiver, as determined by Agent and ▇▇▇▇▇▇▇, of each of the following conditions precedent (the making of such initial Advance by a Lender being conclusively deemed to be its satisfaction or waiver of the conditions precedent): (a) Agent shall have received each of the following documents, in form and substance satisfactory to Agent, duly executed, and each such document shall be in full force and effect: (i) To the extent required under Section 5.15, Control Agreements with respect to all Deposit Accounts and Securities Accounts constituting Collateral maintained by, or for the benefit of, Borrower, (ii) The Co-Lender Agreements; (iii) a Borrowing Base Certificate; (iv) Amendment Number One; (v) The supplement to the Perfection Certificate; and (vi) The Intercompany Subordination Agreement; (b) Agent shall have received duly executed copies of each amendment to the Obligor Loan Documents reasonably requested by Agent and in form and substance satisfactory to Agent, and each such amendment shall be in full force and effect; (c) Agent shall have received all Negotiable Collateral required to be delivered to Agent and duly endorsed by Borrower pursuant to the terms and provisions of Section 4.3 and Section 7.13; (d) Borrower shall have received a copy of the SRT Financing Facility, in form and substance satisfactory to Agent, duly executed, and each such document shall be in full force and effect; - 57 – BN 88856835v9

Conditions Precedent to the Initial Advance. Agent and ▇▇▇▇▇▇ will make the initial Advance provided for hereunder only after the satisfaction or waiver, as determined by Agent and ▇▇▇▇▇▇▇, of each of the following conditions precedent (the making of such initial Advance by a Lender being conclusively deemed to be its satisfaction or waiver of the conditions precedent): (a) Agent shall have received each of the following documents, in form and substance satisfactory to Agent, duly executed, and each such document shall be in full force and effect: : (i) To the extent required under Section 5.15, Control Agreements with respect to all Deposit Accounts and Securities Accounts constituting Collateral maintained by, or for the benefit of, Borrower, , (ii) The Co-Lender Agreements; ; (iii) a Borrowing Base Certificate; ; (iv) Amendment Number One; ; (v) The supplement to the Perfection Certificate; and and (vi) The Intercompany Subordination Agreement; (b) Agent shall have received duly executed copies of each amendment to the Obligor Loan Documents reasonably requested by Agent and in form and substance satisfactory to Agent, and each such amendment shall be in full force and effect; ; (c) Agent shall have received all Negotiable Collateral required to be delivered to Agent and duly endorsed by Borrower pursuant to the terms and provisions of Section 4.3 and Section 7.13; ; (d) Borrower shall have received a copy of the SRT Financing Facility, in form and substance satisfactory to Agent, duly executed, and each such document shall be in full force and effect; (e) Agent shall have received a certificate of insurance, together with the endorsements thereto, as are required by Section 6.6, the form and substance of which shall be satisfactory to Agent; - 57 – BN 88856835v9and (f) all other documents and legal matters in connection with the transactions contemplated by this Agreement to be completed prior to the initial Advance hereunder shall have been delivered, executed, or recorded and shall be in form and substance satisfactory to Agent.

Conditions Precedent to the Initial Advance. Agent and ▇▇▇▇▇▇ will make the initial Advance provided for hereunder only after the satisfaction or waiver, as determined by Agent and ▇▇▇▇▇▇▇, of each of the following conditions precedent (the making of such initial Advance by a Lender being conclusively deemed to be its satisfaction or waiver of the conditions precedent): (a) Agent shall have received each of the following documents, in form and substance satisfactory to Agent, duly executed, and each such document shall be in full force and effect: : (i) To the extent required under Section 5.15, Control Agreements with respect to all Deposit Accounts and Securities Accounts constituting Collateral maintained by, or for the benefit of, Borrower, , (ii) The Co-Lender Agreements; , and (iii) a Borrowing Base Certificate; (iv) Amendment Number One; (v) The supplement to the Perfection Certificate; and (vi) The Intercompany Subordination Agreement;. (b) Agent shall have received duly executed copies of each amendment to the Obligor Loan Documents reasonably requested by Agent and in form and substance satisfactory to Agent, and each such amendment shall be in full force and effect; ; (c) Agent shall have received all Negotiable Collateral required to be delivered to Agent and duly endorsed by Borrower pursuant to the terms and provisions of Section 4.3 and Section 7.13; 4.3; (d) Agent shall have received the original assignment of each Obligor Loan Mortgage securing each Eligible Obligor Loan Receivable, as applicable, duly executed by Borrower and otherwise acceptable to Agent; (e) Agent shall have received a copy certificate of insurance, together with the SRT Financing Facilityendorsements thereto, as are required by Section 6.6, the form and substance of which shall be satisfactory to Agent; and (f) all other documents and legal matters in connection with the transactions contemplated by this Agreement to be completed prior to the initial Advance hereunder shall have been delivered, executed, or recorded and shall be in form and substance satisfactory to Agent, duly executed, and each such document shall be in full force and effect; - 57 – BN 88856835v9.

Conditions Precedent to the Initial Advance. Agent The obligations of Lenders hereunder and ▇▇▇▇▇▇ will the obligation of each Lender to make the initial Initial Advance provided for hereunder only after are subject to the satisfaction or waiver, as determined by Agent and ▇▇▇▇▇▇▇, of each of the following conditions condition precedent (the making of such initial Advance by a Lender being conclusively deemed to be its satisfaction or waiver of the conditions precedent): (a) that Administrative Agent shall have received and approved on or before the Closing Date (other than with respect to the items listed in paragraph (23) below, which shall be received and approved by Administrative Agent prior to the Initial Advance) each of the following documents, and that each of the following requirements shall have been fulfilled (it being understood that the documents set forth in form paragraphs (4) through (17) below are required for each Property, except that (x) in the case of the Properties identified on SCHEDULE A as Austin Center and substance satisfactory to AgentOmni Hotel, duly executed, and each such document said two (2) Properties shall be in full force covered by a single Mortgage and effect: Indemnity and the requirements of paragraphs (i6) To the extent required under Section 5.15, Control Agreements through (17) below may be satisfied jointly with respect to all Deposit Accounts and Securities Accounts constituting Collateral maintained bysuch Properties, or for the benefit of, Borrower, (ii) The Co-Lender Agreementswhere appropriate; (iiiy) a Borrowing Base Certificate; (iv) Amendment Number One; (v) The supplement certain requirements with respect to the Perfection CertificateDisposition Properties shall be deferred as provided in Section 12.19; and (viz) The Intercompany Subordination Agreement; in the case of Woodlands, the items listed in paragraphs (b4) through (10) and (12) through (16) shall not be required; provided, however, that if Woodlands has not been sold as contemplated by the Sales Contract therefor as provided in this Agreement by June 15, 2000 (as such date may be extended by Administrative Agent, but no later than December 15, 2000), or if said Sales Contract terminates or is cancelled, then the requirements of paragraphs (8), (10) and (12) through (16) with respect to Woodlands shall be performed in full by Borrower and delivered to Administrative Agent within thirty (30) days thereafter; provided, further, however, that if Woodlands is not sold as contemplated by the Sales Contract therefor or encumbered by a first Mortgage as security for the Loans (and the conditions of paragraphs (4) through (10), (12) through 16 and (34) below shall have received duly executed copies of each amendment to the Obligor Loan Documents reasonably requested been satisfied) by Agent and in form and substance satisfactory to AgentDecember 15, and each such amendment 2000, then Woodlands shall be in full force deemed to make no contribution to Office Value or Property Net Operating Income and effect; (c) Agent shall have received all Negotiable Collateral required to be delivered to Agent and duly endorsed by Borrower pursuant to the terms and provisions of Section 4.3 and Section 7.13; (d) Borrower shall have received make, on December 15, 2000, a copy payment in reduction of the SRT Financing Facilityoutstanding principal amount of the Notes in an amount such that the covenants of Article VIII (recomputed as of December 15, in form and substance satisfactory 2000, taking into account that Woodlands will make no contribution to Agent, duly executed, and each such document shall be in full force and effect; - 57 – BN 88856835v9Office Value or Property Net Operating Income) are complied with);